UNITED
STATES
|
||
SECURITIES
AND EXCHANGE COMMISSION
|
||
Washington,
D.C. 20549
|
||
FORM
10-Q
|
||
(Mark
One)
|
||
[X]
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
|
||
For
the quarterly period ended March 31, 2007
|
||
OR
|
||
[
] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
|
||
For
the transition period from
|
To
|
|
Commission
File Number: 1-9916
|
||
Freeport-McMoRan
Copper & Gold Inc.
|
||
(Exact
name of registrant as specified in its
charter)
|
Delaware
|
74-2480931
|
(State
or other jurisdiction of
|
(IRS
Employer Identification No.)
|
incorporation
or organization)
|
|
One
North Central Avenue
|
|
Phoenix,
AZ
|
85004-4414
|
(Address
of principal executive offices)
|
(Zip
Code)
|
(602)
366-8100
|
|
(Registrant's
telephone number, including area code)
|
|
Page
|
|
3
|
|
Condensed
Consolidated Balance Sheets
(Unaudited)
|
3
|
Consolidated
Statements of Income
(Unaudited)
|
4
|
Consolidated
Statements of Cash Flows
(Unaudited)
|
5
|
Consolidated
Statement of Stockholders’ Equity
(Unaudited)
|
6
|
Notes
to Consolidated Financial Statements
(Unaudited)
|
7
|
29
|
|
30
|
|
71
|
|
Item
4. Controls and Procedures
|
71
|
72
|
|
Item
1. Legal Proceedings
|
72
|
Item
1A. Risk Factors
|
76
|
88
|
|
88
|
|
Item
6. Exhibits
|
89
|
90
|
|
E-1
|
|
March
31,
|
December
31,
|
|||||||
2007
|
2006
|
|||||||
(In
Millions)
|
||||||||
ASSETS
|
||||||||
Current
assets:
|
||||||||
Cash
and cash equivalents
|
$
|
3,126.5
|
$
|
907.5
|
||||
Accounts
receivable
|
2,254.4
|
485.8
|
||||||
Inventories
|
2,590.9
|
724.2
|
||||||
Mill
and leach stockpiles
|
340.4
|
-
|
||||||
Prepaid
expenses, restricted cash and other
|
241.7
|
33.5
|
||||||
Total
current assets
|
8,553.9
|
2,151.0
|
||||||
Property,
plant, equipment and development costs, net
|
23,730.1
|
3,098.5
|
||||||
Other
assets
|
716.1
|
140.3
|
||||||
Trust
assets
|
623.2
|
-
|
||||||
Long-term
mill and leach stockpiles
|
431.7
|
-
|
||||||
Goodwill
|
7,379.0
|
-
|
||||||
Total
assets
|
$
|
41,434.0
|
$
|
5,389.8
|
||||
LIABILITIES
AND STOCKHOLDERS’ EQUITY
|
||||||||
Current
liabilities:
|
||||||||
Accounts
payable and accrued liabilities
|
$
|
2,641.5
|
$
|
789.0
|
||||
Accrued
income taxes
|
785.1
|
164.4
|
||||||
Current
portion of long-term debt and short-term borrowings
|
199.2
|
19.1
|
||||||
Total
current liabilities
|
3,625.8
|
972.5
|
||||||
Long-term
debt, less current portion:
|
||||||||
Senior
notes
|
7,230.0
|
620.0
|
||||||
Term
loan
|
4,382.0
|
-
|
||||||
Project
financing, equipment loans and other
|
224.9
|
41.0
|
||||||
Total
long-term debt, less current portion
|
11,836.9
|
661.0
|
||||||
Accrued
postretirement benefits and other liabilities
|
1,206.1
|
297.9
|
||||||
Deferred
income taxes
|
6,992.8
|
800.3
|
||||||
Total
liabilities
|
23,661.6
|
2,731.7
|
||||||
Minority
interests
|
1,473.7
|
213.0
|
||||||
Stockholders’
equity:
|
||||||||
5½%
Convertible perpetual preferred stock
|
1,100.0
|
1,100.0
|
||||||
6¾%
Mandatory convertible preferred stock
|
2,875.0
|
-
|
||||||
Common
stock
|
49.5
|
31.0
|
||||||
Capital
in excess of par value
|
13,266.5
|
2,668.1
|
||||||
Retained
earnings
|
1,833.5
|
1,414.8
|
||||||
Accumulated
other comprehensive loss
|
(3.0
|
)
|
(19.9
|
)
|
||||
Common
stock held in treasury
|
(2,822.8
|
)
|
(2,748.9
|
)
|
||||
Total
stockholders’ equity
|
16,298.7
|
2,445.1
|
||||||
Total
liabilities and stockholders’ equity
|
$
|
41,434.0
|
$
|
5,389.8
|
||||
Three
Months Ended March 31,
|
||||||
2007
|
2006
|
|||||
(In
Millions, Except Per Share Amounts)
|
||||||
Revenues
|
$
|
2,302.9
|
$
|
1,086.1
|
||
Cost
of sales:
|
||||||
Production
and delivery
|
952.1
|
477.9
|
||||
Depreciation,
depletion and amortization
|
116.3
|
43.3
|
||||
Total
cost of sales
|
1,068.4
|
521.2
|
||||
Exploration
and research expenses
|
6.5
|
2.6
|
||||
Selling,
general and administrative expenses
|
48.9
|
30.6
|
||||
Total
costs and expenses
|
1,123.8
|
554.4
|
||||
Operating
income
|
1,179.1
|
531.7
|
||||
Interest
expense, net
|
(51.9
|
)
|
(22.7
|
)
|
||
Losses
on early extinguishment and conversion of debt, net
|
(87.8
|
)
|
(2.0
|
)
|
||
Other
income, net
|
23.6
|
5.0
|
||||
Equity
in affiliated companies’ net earnings
|
4.5
|
3.6
|
||||
Income
before income taxes and minority interests
|
1,067.5
|
515.6
|
||||
Provision
for income taxes
|
(460.2
|
)
|
(221.7
|
)
|
||
Minority
interests in net income of consolidated subsidiaries
|
(114.4
|
)
|
(27.1
|
)
|
||
Net
income
|
492.9
|
266.8
|
||||
Preferred
dividends
|
(16.7
|
)
|
(15.1
|
)
|
||
Net
income applicable to common stock
|
$
|
476.2
|
$
|
251.7
|
||
Net
income per share of common stock:
|
||||||
Basic
|
$2.20
|
$1.34
|
||||
Diluted
|
$2.02
|
$1.23
|
||||
Average
common shares outstanding:
|
||||||
Basic
|
216.8
|
187.9
|
||||
Diluted
|
244.0
|
221.5
|
||||
Dividends
paid per share of common stock
|
$0.3125
|
$0.8125
|
Three
Months Ended
|
||||||||
March
31,
|
||||||||
2007
|
2006
|
|||||||
(In
Millions)
|
||||||||
Cash
flow from operating activities:
|
||||||||
Net
income
|
$
|
492.9
|
$
|
266.8
|
||||
Adjustments
to reconcile net income to net cash provided by (used in)
|
||||||||
operating
activities:
|
||||||||
Unrealized
losses on copper collars and copper put options
|
38.1
|
-
|
||||||
Depreciation,
depletion and amortization
|
116.3
|
43.3
|
||||||
Minority
interests' in net income of consolidated subsidiaries
|
114.4
|
27.1
|
||||||
Noncash
compensation and benefits
|
25.5
|
17.0
|
||||||
Losses
on early extinguishment and conversion of debt, net
|
87.8
|
2.0
|
||||||
Deferred
income taxes
|
(46.0
|
)
|
41.9
|
|||||
Elimination
(recognition) of profit on PT Freeport Indonesia sales
|
||||||||
to
PT Smelting
|
35.7
|
(20.8
|
)
|
|||||
Other
|
6.4
|
-
|
||||||
(Increases)
decreases in working capital, excluding amounts
|
||||||||
acquired
from Phelps Dodge:
|
||||||||
Accounts
receivable
|
(398.0
|
)
|
65.2
|
|||||
Inventories
|
80.7
|
(40.3
|
)
|
|||||
Prepaid
expenses, restricted cash and other
|
0.8
|
(7.3
|
)
|
|||||
Accounts
payable and accrued liabilities
|
(30.0
|
)
|
(250.4
|
)
|
||||
Accrued
income taxes
|
144.3
|
(268.3
|
)
|
|||||
Increase
in working capital
|
(202.2
|
)
|
(501.1
|
)
|
||||
Net
cash provided by (used in) operating activities
|
668.9
|
(123.8
|
)
|
|||||
Cash
flow from investing activities:
|
||||||||
Acquisition
of Phelps Dodge, net of cash acquired
|
(13,888.1
|
)
|
-
|
|||||
PT
Freeport Indonesia capital expenditures
|
(74.0
|
)
|
(48.6
|
)
|
||||
Phelps
Dodge capital expenditures
|
(60.9
|
)
|
-
|
|||||
Other
capital expenditures
|
(7.5
|
)
|
(3.5
|
)
|
||||
Sale
of assets and other
|
1.0
|
1.7
|
||||||
Net
cash used in investing activities
|
(14,029.5
|
)
|
(50.4
|
)
|
||||
Cash
flow from financing activities:
|
||||||||
Proceeds
from term loans under bank credit facility
|
10,000.0
|
-
|
||||||
Repayments
of term loans under bank credit facility
|
(5,618.0
|
)
|
-
|
|||||
Net
proceeds from sales of senior notes
|
5,880.0
|
-
|
||||||
Net
proceeds from sale of 6¾% mandatory convertible preferred
stock
|
2,803.1
|
-
|
||||||
Net
proceeds from sale of common stock
|
2,815.7
|
-
|
||||||
Proceeds
from other debt
|
100.9
|
55.5
|
||||||
Repayments
of other debt
|
(48.3
|
)
|
(201.0
|
)
|
||||
Cash
dividends paid:
|
||||||||
Common
stock
|
(62.9
|
)
|
(153.2
|
)
|
||||
Preferred
stock
|
(15.1
|
)
|
(15.1
|
)
|
||||
Minority
interests
|
(47.0
|
)
|
(18.7
|
)
|
||||
Net
(payments for) proceeds from exercised stock options
|
(44.9
|
)
|
11.1
|
|||||
Excess
tax benefit from exercised stock options
|
1.1
|
16.1
|
||||||
Bank
credit facilities fees and other
|
(185.0
|
)
|
-
|
|||||
Net
cash provided by (used in) financing activities
|
15,579.6
|
(305.3
|
)
|
|||||
Net
increase (decrease) in cash and cash equivalents
|
2,219.0
|
(479.5
|
)
|
|||||
Cash
and cash equivalents at beginning of year
|
907.5
|
763.6
|
||||||
Cash
and cash equivalents at end of period
|
$
|
3,126.5
|
$
|
284.1
|
Accumulated
|
||||||||||||||||||||||||||||||||||||
Convertible
Perpetual
|
Mandatory
Convertible
|
Other
|
Common
Stock
|
|||||||||||||||||||||||||||||||||
Preferred
Stock
|
Preferred
Stock
|
Common
Stock
|
Compre-
|
Held
in Treasury
|
||||||||||||||||||||||||||||||||
Number
|
Number
|
Number
|
Capital
in
|
hensive
|
Number
|
|||||||||||||||||||||||||||||||
of
|
At
Par
|
of
|
At
Par
|
of
|
At
Par
|
Excess
of
|
Retained
|
Income
|
of
|
At
|
Stockholders’
|
|||||||||||||||||||||||||
Shares
|
Value
|
Shares
|
Value
|
Shares
|
Value
|
Par
Value
|
Earnings
|
(Loss)
|
Shares
|
Cost
|
Equity
|
|||||||||||||||||||||||||
(In
Millions)
|
||||||||||||||||||||||||||||||||||||
Balance
at December 31, 2006
|
1.1
|
$
|
1,100.0
|
-
|
$
|
-
|
309.9
|
$
|
31.0
|
$
|
2,668.1
|
$
|
1,414.8
|
$
|
(19.9
|
)
|
113.0
|
$
|
(2,748.9
|
)
|
$
|
2,445.1
|
||||||||||||||
Sale
of 6¾% mandatory
|
||||||||||||||||||||||||||||||||||||
convertible
preferred stock
|
-
|
-
|
28.8
|
2,875.0
|
-
|
-
|
(71.9
|
)
|
-
|
-
|
-
|
-
|
2,803.1
|
|||||||||||||||||||||||
Common
stock issued
|
||||||||||||||||||||||||||||||||||||
to
acquire Phelps Dodge
|
-
|
-
|
-
|
-
|
136.9
|
13.7
|
7,767.5
|
-
|
-
|
-
|
-
|
7,781.2
|
||||||||||||||||||||||||
Sale
of common stock
|
-
|
-
|
-
|
-
|
47.2
|
4.7
|
2,811.0
|
-
|
-
|
-
|
-
|
2,815.7
|
||||||||||||||||||||||||
Exercised
stock options, issued
|
||||||||||||||||||||||||||||||||||||
restricted
stock and other
|
-
|
-
|
-
|
-
|
1.2
|
0.1
|
52.6
|
-
|
-
|
-
|
-
|
52.7
|
||||||||||||||||||||||||
Stock-based
compensation costs
|
-
|
-
|
-
|
-
|
-
|
-
|
36.1
|
-
|
-
|
-
|
-
|
36.1
|
||||||||||||||||||||||||
Tax
benefit for stock
|
||||||||||||||||||||||||||||||||||||
option
exercises
|
-
|
-
|
-
|
-
|
-
|
-
|
3.1
|
-
|
-
|
-
|
-
|
3.1
|
||||||||||||||||||||||||
Tender
of shares for exercised
|
||||||||||||||||||||||||||||||||||||
stock
options and restricted
|
||||||||||||||||||||||||||||||||||||
stock
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
1.2
|
(73.9
|
)
|
(73.9
|
)
|
||||||||||||||||||||||
Adjustment
to initially
|
||||||||||||||||||||||||||||||||||||
apply
FIN 48
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
4.3
|
-
|
-
|
-
|
4.3
|
||||||||||||||||||||||||
Dividends
on common stock
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(61.8
|
)
|
-
|
-
|
-
|
(61.8
|
)
|
||||||||||||||||||||||
Dividends
on preferred stock
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(16.7
|
)
|
-
|
-
|
-
|
(16.7
|
)
|
||||||||||||||||||||||
Comprehensive
income (loss):
|
||||||||||||||||||||||||||||||||||||
Net
income
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
492.9
|
-
|
-
|
-
|
492.9
|
||||||||||||||||||||||||
Other
comprehensive income
|
||||||||||||||||||||||||||||||||||||
(loss),
net of taxes:
|
||||||||||||||||||||||||||||||||||||
Investment
adjustment
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
12.8
|
-
|
-
|
12.8
|
||||||||||||||||||||||||
Translation
adjustment
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
0.5
|
-
|
-
|
0.5
|
||||||||||||||||||||||||
Change
in unrealized
|
||||||||||||||||||||||||||||||||||||
derivatives
fair value
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
0.7
|
-
|
-
|
0.7
|
||||||||||||||||||||||||
Reclass
to earnings
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
1.3
|
-
|
-
|
1.3
|
||||||||||||||||||||||||
Change
in unrecognized
|
||||||||||||||||||||||||||||||||||||
amounts
(SFAS 158)
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
0.1
|
-
|
-
|
0.1
|
||||||||||||||||||||||||
Amortization
of
|
||||||||||||||||||||||||||||||||||||
unrecognized
amounts
|
||||||||||||||||||||||||||||||||||||
(SFAS
158)
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
1.5
|
-
|
-
|
1.5
|
||||||||||||||||||||||||
Other
comprehensive income
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
16.9
|
-
|
-
|
16.9
|
||||||||||||||||||||||||
Total
comprehensive income
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
509.8
|
||||||||||||||||||||||||
Balance
at March 31, 2007
|
1.1
|
$
|
1,100.0
|
28.8
|
$
|
2,875.0
|
495.2
|
$
|
49.5
|
$
|
13,266.5
|
$
|
1,833.5
|
$
|
(3.0
|
)
|
114.2
|
$
|
(2,822.8
|
)
|
$
|
16,298.7
|
||||||||||||||
1. |
GENERAL
INFORMATION
|
2. |
ACQUISITION
OF PHELPS DODGE
|
Phelps
Dodge common stock outstanding
|
|||
and
issuable at March 19, 2007
|
204.3
|
||
Exchange
offer ratio of FCX common stock for each
|
|||
Phelps
Dodge common share
|
0.67
|
||
Shares
of FCX common stock issued
|
136.9
|
||
Cash
consideration of $88.00 for each Phelps Dodge common share
|
$
|
17,979
|
a
|
Fair
value of FCX common stock
|
7,781
|
b
|
|
Estimated
change of control costs and related employee benefits
|
69
|
||
Estimated
transaction costs
|
62
|
||
Total
purchase price
|
$
|
25,891
|
a. |
Cash
consideration includes cash paid in lieu of any fractional shares
of FCX
stock.
|
b. |
Measurement
of the common stock component of the purchase price based on a weighted
average closing price of FCX’s common stock of $56.85 for the two days
prior to through two days after the public announcement of the merger
on
November 19, 2006.
|
Preliminary
|
|||||||||
Purchase
|
|||||||||
Historical
|
Fair
Value
|
Price
|
|||||||
Balances
|
Adjustments
|
Allocation
|
|||||||
Cash
and cash equivalents
|
$
|
4.2
|
$
|
-
|
$
|
4.2
|
|||
Metals
inventories and mill and leach stockpilesa
|
0.7
|
1.7
|
2.4
|
||||||
Property,
plant, equipment and development costsb
|
6.0
|
14.6
|
20.6
|
||||||
Other
assets
|
3.3
|
(0.4
|
)
|
2.9
|
|||||
Allocation
to goodwillc
|
-
|
7.4
|
7.4
|
||||||
Total
assets
|
14.2
|
23.3
|
37.5
|
||||||
Deferred
income taxes (current and long-term)d
|
(0.7
|
)
|
(5.6
|
)
|
(6.3
|
)
|
|||
Other
liabilities
|
(4.1
|
)
|
-
|
(4.1
|
)
|
||||
Minority
interests
|
(1.2
|
)
|
-
|
(1.2
|
)
|
||||
Total
|
$
|
8.2
|
$
|
17.7
|
$
|
25.9
|
a. |
Inventories
and stockpiles were valued using estimated discounted cash flows
based on
estimated selling prices less selling and completion costs and a
reasonable profit allowance. Application of fair value principles
to
metals inventories and stockpiles resulted in a significantly higher
value
being applied to inventory compared with the historical cost carrying
amounts recorded by Phelps Dodge. Consequently, when inventory on
hand as
of the date of acquisition is subsequently sold, FCX will recognize
incremental noncash costs and realize a significantly smaller profit
margin with respect to this
inventory.
|
b. |
Includes
amounts based on estimated discounted cash flows from future production
of
proven and probable reserves and for values of properties other than
proven and probable reserves (VBPP). Carrying amounts assigned to
proven
and probable reserves are depleted using the unit of production method
over the estimated lives of the reserves. Carrying amounts assigned
to
VBPP are not charged to income until the VBPP becomes associated
with
proven and probable reserves or are determined to be
impaired.
|
c. |
The
final valuation of assets acquired and liabilities assumed is not
complete
and the net adjustments to those values will result in changes to
goodwill
and other carrying amounts assigned to assets and liabilities based
on the
preliminary analyses. None of the $7.4 billion allocation to goodwill
is
deductible for tax purposes.
|
d. |
Deferred
income taxes have been recognized based on the estimated fair value
adjustments to net assets.
|
· |
The
combined company’s increased scale of operations, management depth and
strengthened cash flow provide an improved platform to capitalize
on
growth opportunities in the global
market.
|
· |
The
combined company is well-positioned to benefit from the positive
copper
market at a time when there is a scarcity of large-scale copper
development projects combined with strong global demand for
copper.
|
· |
The
combined company has long-lived, geographically diverse reserves,
totaling
approximately 77 billion pounds of copper, 38 million ounces of gold
and 2
billion pounds of molybdenum, net of minority interests as of December
31,
2006.
|
· |
The
combined company has exploration rights with significant potential
in
copper regions around the world, including FCX’s prospective acreage in
Papua, Indonesia, and Phelps Dodge’s opportunities at its Tenke Fungurume
concessions in the DRC.
|
Historical
|
Pro
forma
|
|||||||||||
Phelps
|
Purchase
|
Pro
forma
|
||||||||||
Three
months ended March 31, 2007
|
FCX
|
Dodgea
|
Adjustments
|
Consolidated
|
||||||||
Revenues
|
$
|
2,302.9
|
$
|
2,536.7
|
$
|
-
|
$
|
4,839.6
|
b
|
|||
Operating
income
|
$
|
1,179.1
|
$
|
817.2
|
$
|
(375.7
|
)c
|
$
|
1,620.6
|
b
|
||
Income
before income taxes and minority
|
||||||||||||
interests
|
$
|
1,067.5
|
c,d,e
|
$
|
861.4
|
$
|
(469.0
|
)c,e
|
$
|
1,459.9
|
b
|
|
Net
income applicable to common stock
|
$
|
476.2
|
c,d,e
|
$
|
508.0
|
$
|
(363.0
|
)c
|
$
|
621.2
|
b
|
|
Diluted
net income per share of common stock
|
$
|
2.02
|
N/A
|
$
|
-
|
$
|
1.51
|
|||||
Diluted
weighted average shares outstanding
|
244.0
|
N/A
|
N/A
|
453.6
|
g
|
|||||||
Three
months ended March 31, 2006
|
||||||||||||
Revenues
|
$
|
1,086.1
|
f
|
$
|
2,224.6
|
$
|
-
|
$
|
3,310.7
|
b
|
||
Operating
income
|
$
|
531.7
|
f
|
$
|
574.2
|
$
|
(686.8
|
)c
|
$
|
419.1
|
b
|
|
Income
from continuing operations before
|
||||||||||||
income
taxes and minority interests
|
$
|
515.6
|
e,f
|
$
|
603.7
|
$
|
(895.4
|
)c,e
|
$
|
223.9
|
b
|
|
Income
(loss) from continuing operations
|
||||||||||||
applicable
to common stock
|
$
|
251.7
|
e,f
|
$
|
350.7
|
$
|
(669.1
|
)c,e
|
$
|
(66.7
|
)b
|
|
Diluted
income (loss) per share from continuing operations
|
$
|
1.23
|
$
|
1.72
|
$
|
-
|
$
|
(0.18
|
)
|
|||
Weighted
average shares outstanding
|
221.5
|
203.4
|
N/A
|
372.2
|
g
|
|||||||
a. |
First-quarter
2007 represents the results of Phelps Dodge’s operations from January 1,
2007, through March 19, 2007. Beginning March 20, 2007, the results
of
Phelps Dodge’s operations are included in FCX’s consolidated financial
statements.
|
b. |
Includes
charges to revenues for mark-to-market accounting adjustments on
Phelps
Dodge’s copper collar price protection program totaling $58.3 million
($35.6 million to net income or $0.08 per share) in the first quarter
of
2007, and $392.6 million ($298.4 million to net loss or $0.80 per
share)
in the first quarter of 2006.
|
c. |
Includes
charges to production and delivery costs of $425.3 million ($267.9
million
to net income) for first-quarter 2007 and $494.1 million ($311.3
million
to net loss) for first-quarter 2006 resulting from the purchase accounting
impacts of higher values for metals inventories, and also includes
charges
to depreciation, depletion and amortization of $185.5 million ($116.9
million to net income) for first-quarter 2007 and $196.5 million
($123.8
million to net loss) for first-quarter 2006 resulting from the purchase
accounting impacts of the increase in the carrying value of Phelps
Dodge’s
property, plant and equipment costs.
|
d. |
Excludes
net losses on early extinguishment of debt totaling $87.8 million
($74.6
million to net income, or $0.16 per share) for financing transactions
related to the acquisition of Phelps
Dodge.
|
e. |
Includes
interest expense from the debt issued in connection with the acquisition
of Phelps Dodge.
|
f. |
Includes
a charge to revenues on the redemption of FCX’s Gold-Denominated Preferred
Stock, Series II totaling $69.0 million ($36.6 million to net loss
or
$0.10 per share) in the first quarter of
2006.
|
g. |
Pro
forma diluted weighted average shares outstanding for the three months
ended March 31, 2007 and 2006, were estimated as follows (in
millions):
|
March
31,
|
|||||
2007
|
2006
|
||||
Average
number of basic shares of historical FCX common stock
|
|||||
outstanding
|
197.2
|
187.9
|
|||
Dilutive
securities
|
25.2
|
-
|
a
|
||
Shares
of FCX common stock issued in acquisition
|
137.1
|
137.1
|
|||
Sale
of FCX sharesb
|
47.2
|
47.2
|
|||
Mandatory
convertible preferred stockb
|
46.9
|
-
|
a
|
||
Pro
forma average number of FCX common shares outstanding
|
453.6
|
372.2
|
3. |
SUMMARY
OF SIGNIFICANT ACCOUNTING
POLICIES
|
4. |
PENSION
AND POSTRETIREMENT BENEFITS
|
Phelps
|
|||||||||||||||||||||
FCX
|
PT
Freeport Indonesia
|
Atlantic
Copper
|
Dodge
|
||||||||||||||||||
2007
|
2006
|
2007
|
2006
|
2007
|
2006
|
2007
|
|||||||||||||||
Service
cost
|
$
|
0.1
|
$
|
0.1
|
$
|
1.2
|
$
|
1.0
|
$
|
-
|
$
|
-
|
$
|
0.8
|
|||||||
Interest
cost
|
0.3
|
0.4
|
1.4
|
1.2
|
1.1
|
1.1
|
2.5
|
||||||||||||||
Expected
return on plan assets
|
(0.1
|
)
|
0.3
|
(0.8
|
)
|
(0.6
|
)
|
-
|
-
|
(3.5
|
)
|
||||||||||
Amortization
of prior service cost
|
1.1
|
1.1
|
0.2
|
0.2
|
-
|
-
|
-
|
||||||||||||||
Amortization
of net actuarial loss
|
-
|
-
|
0.2
|
0.1
|
0.2
|
0.2
|
-
|
||||||||||||||
Net
periodic benefit cost
|
$
|
1.4
|
$
|
1.9
|
$
|
2.2
|
$
|
1.9
|
$
|
1.3
|
$
|
1.3
|
$
|
(0.2
|
)
|
5. |
EARNINGS
PER SHARE
|
Three
Months Ended
|
|||||||
March
31,
|
|||||||
2007
|
2006
|
||||||
Net
income before preferred dividends
|
$
|
492.9
|
$
|
266.8
|
|||
Preferred
dividends
|
(16.7
|
)
|
(15.1
|
)
|
|||
Net
income applicable to common stock
|
476.2
|
251.7
|
|||||
Plus
income impact of assumed conversion of:
|
|||||||
5½%
Convertible Perpetual Preferred Stock
|
15.1
|
15.1
|
|||||
6¾%
Mandatory Convertible Preferred Stock
|
1.6
|
-
|
|||||
7%
Convertible Senior Notes
|
0.1
|
5.1
|
|||||
Diluted
net income applicable to common stock
|
$
|
493.0
|
$
|
271.9
|
|||
Weighted
average common shares outstanding
|
216.8
|
187.9
|
|||||
Add:
|
|||||||
Shares
issuable upon conversion, exercise or vesting of:
|
|||||||
5½%
Convertible Perpetual Preferred Stock
|
23.3
|
21.7
|
|||||
6¾%
Mandatory Convertible Preferred Stock
|
2.0
|
-
|
|||||
7%
Convertible Senior Notes
|
0.2
|
10.2
|
|||||
Dilutive
stock options
|
1.0
|
1.1
|
|||||
Restricted
stock
|
0.7
|
0.6
|
|||||
Weighted
average common shares outstanding for purposes of
calculating
|
|||||||
diluted
net income per share
|
244.0
|
221.5
|
|||||
Diluted
net income per share of common stock
|
$
|
2.02
|
$
|
1.23
|
Three
Months Ended March 31,
|
|||||
2007
|
2006
|
||||
Weighted
average outstanding options (in thousands)
|
996.4
|
677.5
|
|||
Weighted
average exercise price
|
$63.76
|
$63.77
|
6. |
INVENTORIES
|
March
31,
|
December
31,
|
||||||
2007
|
2006
|
||||||
Mining
Operations:
|
|||||||
Raw
materials
|
$
|
1.7
|
$
|
-
|
|||
Work-in-process
|
91.5
|
10.9
|
|||||
Finished
goodsa
|
1,300.4
|
3.8
|
|||||
Stockpiles
|
772.1
|
-
|
|||||
Atlantic
Copper:
|
|
|
|
||||
Concentrates
- First in, first out (FIFO)
|
|
|
63.8
|
|
|
189.1
|
|
Work-in-process
- FIFO
|
276.7
|
|
|
168.1
|
|||
Finished
goods - FIFO
|
5.5
|
12.3
|
|||||
PDIC:
|
|||||||
Raw
materials
|
122.7
|
-
|
|||||
Work-in-process
|
12.9
|
-
|
|||||
Finished
goods
|
62.8
|
-
|
|||||
Total
product inventories
|
|
|
2,710.1
|
|
|
384.2
|
|
Total
materials and supplies, netb
|
|
|
652.9
|
|
340.0
|
|
|
Total
inventories
|
|
$
|
3,363.0
|
|
$
|
724.2
|
|
|
|
|
|
|
|
|
|
a. |
Finished
goods inventory associated with mining operations primarily includes
concentrates and cathodes.
|
b. |
Materials
and supplies inventories are net of obsolescence reserves totaling
$16.7
million at March 31, 2007, and $16.4 million at December 31,
2006.
|
7. |
TRUST
ASSETS
|
Global
reclamation and remediation
|
$
|
422.4
|
|
Financial
assurance
|
99.4
|
a
|
|
Non-qualified
retirement benefits
|
58.9
|
||
Change
of control
|
42.3
|
||
Other
|
0.2
|
||
Total
trust assets
|
$
|
623.2
|
a. |
Represents
legally restricted funds for the use of asset retirement obligation
activities at Chino, Tyrone and Cobre.
|
8. |
DEBT
AND EQUITY TRANSACTIONS
|
· |
borrowed
$10.0 billion under a new $11.5 billion senior credit facility;
and
|
· |
issued
$6.0 billion in senior notes.
|
· |
sold
47.15 million shares of common stock at $61.25 per share for net
proceeds
of $2.8 billion; and
|
· |
sold
28.75 million shares of 6¾% mandatory convertible preferred stock for net
proceeds of $2.8 billion.
|
March
31,
|
|||||||||
Borrowings
|
Repayments
|
2007
|
|||||||
$11.5
billion senior credit facility:
|
|||||||||
$2.5
billion senior term loan due March 2012
|
$
|
2.5
|
$
|
(2.5
|
)
|
$
|
-
|
||
$7.5
billion senior term loan due March 2014
|
7.5
|
(3.1
|
)
|
4.4
|
|||||
$1.5
billion revolving credit facilities
|
-
|
-
|
-
|
||||||
$6.0
billion in senior notes:
|
|||||||||
$1.0
billion of senior floating rate notes due April 2015
|
1.0
|
-
|
1.0
|
||||||
$1.5
billion of 8¼% Senior Notes due April 2015
|
1.5
|
-
|
1.5
|
||||||
$3.5
billion of 8⅜% Senior Notes due April 2017
|
3.5
|
-
|
3.5
|
||||||
$
|
16.0
|
$
|
(5.6
|
)
|
$
|
10.4
|
9. |
INCOME
TAXES
|
Unrecognized
|
||||||||
Tax
Benefit
|
Interest
|
Penalties
|
||||||
Balance,
at beginning of period
|
$
|
40.8
|
$
|
10.6
|
$
|
-
|
||
Additions:
|
||||||||
Acquisition
of Phelps Dodge
|
220.4
|
6.6
|
1.7
|
|||||
Prior
year tax positions
|
1.2
|
1.0
|
-
|
|||||
Balance,
March 31, 2007
|
$
|
262.4
|
$
|
18.2
|
$
|
1.7
|
Jurisdiction
|
Years
Under Examination
|
Additional
Open Years
|
U.S.
Federal
|
1997-2005
|
2006
|
Indonesia
|
-
|
2002-2006
|
Peru
|
2003
|
1999-2002,
2004-2006
|
Chile
|
-
|
2003-2006
|
Arizona
|
-
|
2002-2006
|
New
Mexico
|
-
|
2003-2006
|
10. |
INTEREST
COST
|
11. |
ENVIRONMENTAL,
RECLAMATION AND CLOSURE
|
Balance,
beginning of period
|
$
|
-
|
|
Liabilities
assumed in acquisition of Phelps Dodge
|
358.4
|
||
Spending
against reserves
|
(2.3
|
)
|
|
Balance,
end of period
|
$
|
356.1
|
Asset
Retirement Obligations
|
|||
Balance,
beginning of period
|
$
|
-
|
|
Liabilities
assumed in acquisition of Phelps Dodge
|
406.2
|
||
Accretion
expense
|
1.0
|
||
Payments
|
(1.3
|
)
|
|
Balance,
end of period
|
$
|
405.9
|
12. |
CONTINGENCIES
|
13. |
COMMITMENTS
AND GUARANTEES
|
Total
|
1
Year
|
1-3
Years
|
4-5
Years
|
+5
Years
|
||||||||||
Take-or-pay
obligations
|
$
|
774.2
|
$
|
398.2
|
$
|
288.8
|
$
|
64.8
|
$
|
22.4
|
||||
14. |
DERIVATIVE
FINANCIAL INSTRUMENTS
|
Expired
Derivative
|
|||||||||||||
Positions
|
|||||||||||||
Hedged
|
|||||||||||||
Open
Derivative Positions
|
Sales
|
||||||||||||
Open
|
Gain/
|
Price
Per
|
Gain/
|
||||||||||
Position
|
(Loss)a
|
Maturity
|
Unit
|
(Loss)a
|
|||||||||
Copper
price protection (lbs.)b
|
1,215.6
|
$
|
(38.1
|
)
|
December
2007
|
$
|
-
|
$
|
-
|
||||
Copper
fixed-price rod sales (lbs.)
|
121.0
|
12.8
|
November
2008
|
3.07/lb.
|
2.2
|
||||||||
Metal
purchase (lbs.)
|
55.4
|
0.3
|
June
2008
|
-
|
0.1
|
a. |
Gains/losses
are recognized in the consolidated statements of income for the
March
20, 2007 to March 31, 2007 period.
|
b. |
With
the acquisition of Phelps Dodge, FCX assumed copper hedging contracts
whereby 486 million pounds of copper for 2007 are
capped at $2.00 per pound. Mark-to-market accounting adjustments
on these
contracts resulted in charges of $38.1 million to revenues for the
first
quarter of 2007. At March 31, 2007, the liability associated with
these
contracts is $461.5 million (refer to discussion of copper price
protection program below for additional
information).
|
15. |
BUSINESS
SEGMENTS
|
(in
millions)
|
Indonesia
|
North
America
|
South
America
|
||||||||||||||||||||||||
Other
|
Total
|
Other
|
Total
|
Atlantic
|
|||||||||||||||||||||||
North
|
North
|
South
|
South
|
Copper
|
Corporate,
|
||||||||||||||||||||||
Manufac-
|
Primary
|
American
|
American
|
Cerro
|
American
|
American
|
Smelting
|
Other
&
|
FCX
|
||||||||||||||||||
First-Quarter
2007
|
Grasberg
|
Morenci
|
turing
|
Molybdenum
|
Mining
|
Mining
|
Verde
|
Mining
|
Mining
|
&
Refining
|
PDIC
|
Eliminations
|
Total
|
||||||||||||||
Revenues:
|
|||||||||||||||||||||||||||
Unaffiliated
customers
|
$
|
1,331.9
|
a
|
-
|
206.6
|
52.2
|
60.4
|
319.2
|
14.4
|
125.1
|
139.5
|
454.0
|
57.0
|
1.3
|
2,302.9
|
||||||||||||
Intersegment
|
376.6
|
21.6
|
8.8
|
-
|
(6.1
|
)
|
24.3
|
96.8
|
25.4
|
122.2
|
-
|
0.1
|
(523.2
|
)
|
-
|
||||||||||||
Production
and delivery
|
322.5
|
29.5
|
209.8
|
51.8
|
61.0
|
352.1
|
b
|
44.6
|
71.4
|
116.0
|
b
|
427.0
|
48.6
|
(314.1
|
)
|
952.1
|
|||||||||||
Depreciation,
depletion
|
|||||||||||||||||||||||||||
and
amortization
|
59.2
|
5.0
|
0.4
|
3.3
|
5.3
|
14.0
|
8.8
|
19.6
|
28.4
|
10.5
|
0.5
|
3.7
|
116.3
|
||||||||||||||
Exploration
and research
|
|
||||||||||||||||||||||||||
expenses
|
-
|
-
|
-
|
-
|
0.2
|
0.2
|
-
|
-
|
-
|
-
|
-
|
6.3
|
6.5
|
||||||||||||||
Selling,
general and
|
|||||||||||||||||||||||||||
administrative
expenses
|
43.8
|
-
|
-
|
0.5
|
0.3
|
0.8
|
-
|
-
|
-
|
4.1
|
0.9
|
(0.7
|
)
|
48.9
|
|||||||||||||
Operating
income (loss)
|
$
|
1,283.0
|
(12.9
|
)
|
5.2
|
(3.4
|
)
|
(12.5
|
)
|
(23.6
|
)
|
57.8
|
59.5
|
117.3
|
12.4
|
7.1
|
(217.1
|
)
|
1,179.1
|
||||||||
Interest
expense, net
|
$
|
4.0
|
-
|
0.2
|
-
|
(0.2
|
)
|
-
|
0.4
|
(0.2
|
)
|
0.2
|
7.2
|
0.3
|
40.2
|
51.9
|
|||||||||||
Equity
in affiliated
|
|||||||||||||||||||||||||||
companies’
net earnings
|
$
|
-
|
-
|
-
|
-
|
0.2
|
0.2
|
-
|
-
|
-
|
-
|
-
|
4.3
|
4.5
|
|||||||||||||
Provision
for income taxes
|
$
|
452.9
|
-
|
-
|
-
|
-
|
-
|
21.7
|
19.2
|
40.9
|
-
|
-
|
(33.6
|
)
|
460.2
|
||||||||||||
Minority
interests in net
|
|||||||||||||||||||||||||||
income
of consolidated
|
|||||||||||||||||||||||||||
subsidiaries
|
$
|
-
|
-
|
-
|
-
|
-
|
-
|
25.3
|
21.8
|
47.1
|
-
|
0.7
|
66.6
|
114.4
|
|||||||||||||
Total
assets at March 31,
|
|||||||||||||||||||||||||||
2007
|
$
|
4,549.3
|
4,775.5
|
779.0
|
1,918.1
|
8,635.7
|
16,108.3
|
4,010.6
|
4,484.9
|
8,495.5
|
1,074.8
|
1,119.5
|
10,086.6
|
41,434.0
|
|||||||||||||
Capital
expenditures
|
$
|
74.0
|
15.3
|
1.7
|
1.5
|
34.3
|
52.8
|
0.6
|
1.6
|
2.2
|
7.5
|
0.5
|
5.4
|
142.4
|
|||||||||||||
First-Quarter
2006
|
|||||||||||||||||||||||||||
Revenues:
|
|||||||||||||||||||||||||||
Unaffiliated
customers
|
$
|
568.4
|
a
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
516.1
|
-
|
1.6
|
1,086.1
|
||||||||||||
Intersegment
|
228.4
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(228.4
|
)
|
-
|
|||||||||||||
Production
and delivery
|
286.7
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
491.4
|
-
|
(300.2
|
)
|
477.9
|
|||||||||||||
Depreciation,
depletion and
|
|||||||||||||||||||||||||||
amortization
|
33.8
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
7.4
|
-
|
2.1
|
43.3
|
||||||||||||||
Exploration
and research
|
|||||||||||||||||||||||||||
expenses
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
2.6
|
2.6
|
||||||||||||||
Selling,
general and
|
|||||||||||||||||||||||||||
administrative
expenses
|
82.3
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
3.8
|
-
|
(55.5
|
)
|
30.6
|
|||||||||||||
Operating
income (loss)
|
$
|
394.0
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
13.5
|
-
|
124.2
|
531.7
|
|||||||||||||
Interest
expense, net
|
$
|
3.3
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
5.4
|
-
|
14.0
|
22.7
|
|||||||||||||
Equity
in affiliated
|
|||||||||||||||||||||||||||
companies’
net earnings
|
$
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
3.6
|
3.6
|
|||||||||||||
Provision
for income taxes
|
$
|
144.6
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
77.1
|
221.7
|
|||||||||||||
Minority
interests in net
|
|||||||||||||||||||||||||||
income
of consolidated
|
|||||||||||||||||||||||||||
subsidiaries
|
$
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
27.1
|
27.1
|
|||||||||||||
Total
assets at March 31,
|
|||||||||||||||||||||||||||
2006
|
$
|
3,724.4
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
963.6
|
-
|
108.2
|
4,796.2
|
|||||||||||||
Capital
expenditures
|
$
|
48.9
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
3.5
|
-
|
(0.3
|
)
|
52.1
|
a. |
Includes
PT Freeport Indonesia’s sales to PT Smelting totaling $584.3 million in
the 2007 quarter and $282.5 million in the 2006
quarter.
|
b. |
Includes
the purchase accounting impact of the increase in the carrying amount
of
Phelps Dodge’s metals inventories totaling $47.8 million for North
American mining and $47.8 million for South American
mining.
|
2007
|
||||||||||||
First
|
Second
|
Second
|
||||||||||
Quarter
|
Quarter
|
Half
|
Total
|
|||||||||
(In
Millions)
|
Actual
|
Estimate
|
Estimate
|
Estimate
|
||||||||
Depreciation,
depletion and amortization
|
$
|
28
|
$
|
200
|
$
|
450
|
$
|
678
|
||||
Production
costs
|
96
|
340
|
250
|
686
|
||||||||
Total
|
$
|
124
|
$
|
540
|
$
|
700
|
$
|
1,364
|
||||
Estimated
reduction in net income
|
$
|
79
|
$
|
340
|
$
|
440
|
$
|
859
|
First
Quarter
|
||||||
2007
|
2006
|
|||||
Revenues
(in millions)
|
$
|
2,302.9
|
a,b
|
$
|
1,086.1
|
c
|
Operating
income (in millions)
|
$
|
1,179.1
|
b,d
|
$
|
531.7
|
c
|
Net
income applicable to common stock (in millions)e
|
$
|
476.2
|
b,d,f
|
$
|
251.7
|
c
|
Diluted
net income per share of common stockg
|
$
|
2.02
|
b,d,f
|
$
|
1.23
|
c
|
Sales
from Mines
|
||||||
Copper
|
||||||
Consolidated
share (millions of recoverable pounds)
|
520.3
|
a
|
225.2
|
|||
Average
realized price per pound
|
$
|
3.00
|
b
|
$
|
2.43
|
|
Gold
|
||||||
Consolidated
share (thousands of recoverable pounds)
|
955.9
|
a
|
472.5
|
|||
Average
realized price per ounce
|
$
|
654.63
|
$
|
405.54
|
c
|
|
Molybdenum
|
||||||
Consolidated
share (millions of recoverable pounds)
|
1.7
|
a
|
N/A
|
|||
Average
realized price per pound
|
$
|
23.26
|
N/A
|
|||
a. |
Phelps
Dodge consolidated revenues for the 12-day period ending March 31,
2007,
totaled $515.7 million from consolidated sales totaling 103.2 million
pounds of copper, 9.4 thousand ounces of gold and 1.7 million pounds
of
molybdenum.
|
b. |
Includes
charges to revenues for noncash mark-to-market accounting adjustments
on
Phelps Dodge’s 2007 copper price protection programs totaling $38.1
million ($23.2 million to net income or $0.10 per share) or $0.07
per
pound, representing the increase in the mark-to-market liability
from
March 20, 2007, to March 31, 2007.
|
c. |
Includes
a loss on redemption of our Gold-Denominated Preferred Stock, Series
II
totaling $69.0 million ($36.6 million to net income or $0.17 per
share)
and a reduction in average realized prices of $150.46 per ounce for
the
revenue adjustment relating to the
redemption.
|
d. |
Includes
the purchase accounting impact of the increase in the carrying amount
of
Phelps Dodge’s property, plant and equipment costs and metals inventories
totaling $124.2 million ($79.0 million to net income or $0.32 per
share).
|
e. |
After
preferred dividends.
|
f. |
Includes
net losses on early extinguishment of debt totaling $87.8 million
($74.6
million to net income or $0.31 per share) for financing transactions
related to the acquisition of Phelps
Dodge.
|
g. |
On
March 19, 2007, we issued 136.9 million common shares to acquire
Phelps
Dodge. On March 28, 2007, we sold 47.15 million common shares. Common
shares outstanding on March 31, 2007, totaled 380.9 million. Assuming
conversion of all our convertible instruments, total potential common
shares outstanding would be 451.3 million at March 31,
2007.
|
Operating
|
|||||||||
Revenues
|
Income
|
Net
Income
|
|||||||
FCX,
excluding Phelps Dodge
|
$
|
1,787.2
|
$
|
1,085.7
|
$
|
451.8
|
|
||
Phelps
Dodge 12-day results
|
515.7
|
217.6
|
103.4
|
||||||
Purchase
accounting
|
-
|
(124.2
|
)a
|
(79.0
|
)
|
||||
Consolidated
|
$
|
2,302.9
|
$
|
1,179.1
|
$
|
476.2
|
Effective
|
|||||||||
Income
|
Tax
Rate
|
Tax
|
|||||||
North
America
|
|||||||||
Income
before taxes and minority interests
|
$
|
(76.2
|
)
|
32%
|
$
|
(24.4
|
)
|
||
Purchase
accounting adjustments
|
(54.1
|
)
|
39%
|
(21.1
|
)
|
||||
Subtotal
|
(130.3
|
)
|
(45.5
|
)
|
|||||
South
America
|
|||||||||
Income
before taxes and minority interest
|
187.1
|
34%
|
64.5
|
||||||
Purchase
accounting adjustments
|
(70.0
|
)
|
34%
|
(24.0
|
)
|
||||
Subtotal
|
117.1
|
40.5
|
|||||||
Indonesia
|
|||||||||
Income
before taxes and minority interests
|
1,086.1
|
43%
|
462.3
|
||||||
Other
|
|||||||||
Income
before taxes and minority interests
|
(5.4
|
)
|
2.9
|
||||||
Consolidated
totals
|
$
|
1,067.5
|
43%
|
$
|
460.2
|
2007
|
2006
|
|||||||||||||||||
Unaffiliated
|
Unaffiliated
|
|||||||||||||||||
Customers
|
Intersegment
|
Total
|
Customers
|
Intersegment
|
Total
|
|||||||||||||
Indonesian
mining
|
$
|
1,331.9
|
$
|
376.6
|
$
|
1,708.5
|
$
|
568.4
|
$
|
228.4
|
$
|
796.8
|
||||||
North
American mininga
|
319.2
|
24.3
|
343.5
|
-
|
-
|
-
|
||||||||||||
South
American miningb
|
139.5
|
122.2
|
261.7
|
-
|
-
|
-
|
||||||||||||
Atlantic
Copper smelting &
|
||||||||||||||||||
refining
|
454.0
|
-
|
454.0
|
516.1
|
-
|
516.1
|
||||||||||||
PDIC
|
57.0
|
0.1
|
57.1
|
-
|
-
|
-
|
||||||||||||
Corporate,
other & eliminations
|
1.3
|
(523.2
|
)
|
(521.9
|
)
|
1.6
|
(228.4
|
)
|
(226.8
|
)
|
||||||||
Consolidated
revenues
|
$
|
2,302.9
|
$
|
-
|
$
|
2,302.9
|
$
|
1,086.1
|
$
|
-
|
$
|
1,086.1
|
a. |
Includes
our operating mines at Morenci, Bagdad, Sierrita, Chino and Tyrone.
Also
includes our Manufacturing and Primary Molybdenum operations (see
Note
15).
|
b. |
Includes
our mines at Candelaria, Ojos del Salado, El Abra and Cerro Verde
(see
Note 15).
|
First
Quarter
|
||||||
2007
|
2006
|
|||||
Indonesian
mining
|
$
|
1,283.0
|
$
|
394.0
|
||
North
American mining
|
(23.6
|
)a
|
-
|
|||
South
American mining
|
117.3
|
a
|
-
|
|||
Atlantic
Copper smelting & refining
|
12.4
|
13.5
|
||||
PDIC
|
7.1
|
-
|
||||
Corporate,
other & eliminations
|
(217.1
|
)
|
124.2
|
|||
Consolidated
operating income
|
$
|
1,179.1
|
$
|
531.7
|
First
Quarter
|
|||||||
2007
|
2006
|
||||||
Consolidated,
net of Rio Tinto’s interest
|
|||||||
Copper
(millions of recoverable pounds)
|
|||||||
Production
|
467.6
|
221.3
|
|||||
Sales
|
417.1
|
225.2
|
|||||
Average
realized price per pound
|
$
|
3.09
|
$
|
2.43
|
|||
Gold
(thousands of recoverable ounces)
|
|||||||
Production
|
1,074.7
|
461.8
|
|||||
Sales
|
946.5
|
472.5
|
|||||
Average
realized price per ounce
|
$
|
654.79
|
$
|
405.54
|
a
|
a. |
Amount
was $556.00 per ounce before a loss resulting from redemption of
FCX’s
Gold-Denominated Preferred Stock, Series
II.
|
First
Quarter
|
|||||||
100% Operating Data, including Rio Tinto’s interest |
2007
|
2006
|
|||||
Ore
milled (metric tons per day)
|
228,500
|
216,800
|
|||||
Average
ore grade
|
|||||||
Copper
(percent)
|
1.21
|
0.72
|
|||||
Gold
(grams per metric ton)
|
2.01
|
0.92
|
|||||
Recovery
rates (percent)
|
|||||||
Copper
|
91.0
|
82.5
|
|||||
Gold
|
87.8
|
80.6
|
|||||
Copper
(millions of recoverable pounds)
|
|||||||
Production
|
479.9
|
246.6
|
|||||
Sales
|
428.2
|
251.3
|
|||||
Gold
(thousands of recoverable ounces)
|
|||||||
Production
|
1,146.9
|
470.7
|
|||||
Sales
|
1,010.1
|
486.3
|
|||||
First
Quarter
|
||||
2007
|
2006
|
|||
Grasberg
open pit
|
179,300
|
173,000
|
||
Deep
Ore Zone underground mine
|
49,200
|
43,800
|
||
Total
mill throughput
|
228,500
|
216,800
|
||
2007
|
|||
PT
Freeport Indonesia revenues - prior year period
|
$
|
796.8
|
|
Sales
volumes:
|
|||
Copper
|
466.2
|
||
Gold
|
192.2
|
||
Price
realizations:
|
|||
Copper
|
274.3
|
||
Gold
|
236.5
|
||
Adjustments,
primarily for copper pricing on prior year
|
|||
open
sales
|
(157.5
|
)
|
|
Treatment
charges, royalties and other
|
(100.0
|
)
|
|
PT
Freeport Indonesia revenues - current year period
|
$
|
1,708.5
|
|
Gross
Profit per Pound of Copper/per Ounce of Gold and
Silver
|
||||||||||||
Three
Months Ended March 31, 2007
|
||||||||||||
By-Product
|
Co-Product
Method
|
|||||||||||
Method
|
Copper
|
Gold
|
Silver
|
|||||||||
Revenues,
after adjustments shown below
|
$3.09
|
$3.09
|
$654.79
|
$13.29
|
||||||||
Site
production and delivery, before net
|
||||||||||||
noncash
and nonrecurring costs shown below
|
0.75
|
0.50
|
106.26
|
2.15
|
||||||||
Gold
and silver credits
|
(1.54
|
)
|
-
|
-
|
-
|
|||||||
Treatment
charges
|
0.37
|
0.25
|
51.94
|
1.05
|
||||||||
Royalty
on metals
|
0.12
|
0.08
|
16.86
|
0.34
|
||||||||
Unit
net cash (credits) costsa
|
(0.30
|
)
|
0.83
|
175.06
|
3.54
|
|||||||
Depreciation
and amortization
|
0.14
|
0.10
|
20.05
|
0.40
|
||||||||
Noncash
and nonrecurring costs, net
|
0.02
|
0.01
|
2.99
|
0.06
|
||||||||
Total
unit (credits) costs
|
(0.14
|
)
|
0.94
|
198.10
|
4.00
|
|||||||
Revenue
adjustments, primarily for pricing on
|
||||||||||||
prior
period open sales
|
(0.04
|
)
|
(0.04
|
)
|
2.72
|
(0.01
|
)
|
|||||
PT
Smelting intercompany profit elimination
|
(0.09
|
)
|
(0.06
|
)
|
(12.09
|
)
|
(0.24
|
)
|
||||
Gross
profit
|
$3.10
|
$2.05
|
$447.32
|
$9.04
|
||||||||
Pounds
of copper sold (in millions)
|
417.1
|
417.1
|
||||||||||
Ounces
of gold sold (000s)
|
946.5
|
|||||||||||
Ounces
of silver sold (000s)
|
1,576.9
|
|||||||||||
a. |
For
a reconciliation of unit net cash (credits) costs to production and
delivery costs applicable to sales reported in FCX’s consolidated
financial statements refer to “Product Revenues and Production
Costs.”
|
Three
Months Ended March 31, 2006
|
||||||||||||
By-Product
|
Co-Product
Method
|
|||||||||||
Method
|
Copper
|
Gold
|
Silver
|
|||||||||
Revenues,
after adjustments shown below
|
$2.43
|
$2.43
|
$405.54
|
a
|
$9.76
|
|||||||
Site
production and delivery, before net noncash
|
||||||||||||
and
nonrecurring costs shown below
|
1.22
|
0.80
|
197.43
|
3.62
|
||||||||
Gold
and silver credits
|
(1.29
|
)
|
-
|
-
|
-
|
|||||||
Treatment
charges
|
0.37
|
0.24
|
60.05
|
1.10
|
||||||||
Royalty
on metals
|
0.09
|
0.06
|
14.31
|
0.26
|
||||||||
Unit
net cash costsb
|
0.39
|
1.10
|
271.79
|
4.98
|
||||||||
Depreciation
and amortization
|
0.15
|
0.10
|
24.25
|
0.44
|
||||||||
Noncash
and nonrecurring costs, net
|
0.05
|
0.03
|
8.38
|
0.15
|
||||||||
Total
unit costs
|
0.59
|
1.23
|
304.42
|
5.57
|
||||||||
Revenue
adjustments, primarily for pricing on
|
||||||||||||
prior
period open sales
|
0.28
|
c
|
0.59
|
47.03
|
1.20
|
|||||||
PT
Smelting intercompany profit recognized
|
0.09
|
0.06
|
14.95
|
0.27
|
||||||||
Gross
profit
|
$2.21
|
$1.85
|
$163.10
|
$5.66
|
||||||||
Pounds
of copper sold (in millions)
|
225.2
|
225.2
|
||||||||||
Ounces
of gold sold (000s)
|
472.5
|
|||||||||||
Ounces
of silver sold (000s)
|
707.1
|
|||||||||||
a. |
Amount
was $556.00 before a loss resulting from redemption of FCX’s
Gold-Denominated Preferred Stock, Series
II.
|
b. |
See
Footnote a to previous table.
|
c. |
Includes
a $69.0 million or $0.31 cents per pound loss on the redemption of
FCX’s
Gold-Denominated Preferred Stock, Series
II.
|
Pro
Forma Consolidated
|
First
Quarter
|
||||||
North
American Mining Operationsa
|
2007
|
2006
|
|||||
Copper
(millions of recoverable pounds)
|
|||||||
Production
|
301.2
|
320.2
|
|||||
Sales
|
306.7
|
333.5
|
|||||
Average
realized price per pound, excluding hedging
|
$
|
2.82
|
$
|
2.16
|
|||
Average
realized price per pound, including hedgingb
|
$
|
2.63
|
$
|
0.98
|
|||
Molybdenum
(millions of recoverable pounds)
|
|||||||
Production
|
16.5
|
17.2
|
|||||
Sales
|
18.6
|
16.9
|
|||||
Average
realized price per pound
|
$
|
23.00
|
$
|
21.18
|
|||
a. |
Pro
forma results include the results of Phelps Dodge prior to March
20, 2007,
and exclude purchased metal.
|
b. |
Includes
impact of hedging losses related to Phelps Dodge’s copper price protection
programs.
|
Gross
Profit per Pound of Copper and Molybdenum/per Ounce of Gold and
Silver
|
|||||||||||||||
By-Product
|
Co-Product
Method
|
||||||||||||||
Method
|
Copper
|
Gold
|
Silver
|
Molybdenum
|
|||||||||||
Three
Months Ended March 31, 2007
|
|||||||||||||||
Revenues,
after adjustments shown
|
|||||||||||||||
below
|
$2.70
|
$2.70
|
$597.80
|
$15.17
|
$25.13
|
||||||||||
Site
production and delivery, before
|
|||||||||||||||
net
noncash and nonrecurring
|
|||||||||||||||
costs
shown below
|
1.31
|
1.15
|
298.89
|
5.50
|
9.59
|
||||||||||
By-product
credits
|
(0.54
|
)
|
-
|
-
|
-
|
-
|
|||||||||
Treatment
charges
|
0.07
|
0.07
|
55.83
|
1.06
|
-
|
||||||||||
Unit
net cash costsa
|
0.84
|
1.22
|
354.72
|
6.56
|
9.59
|
||||||||||
Depreciation
and amortization
|
0.13
|
0.11
|
25.16
|
0.51
|
0.79
|
||||||||||
Noncash
and nonrecurring costs, net
|
0.02
|
0.02
|
3.48
|
0.02
|
0.03
|
||||||||||
Total
unit costs
|
0.99
|
1.35
|
383.36
|
7.09
|
10.41
|
||||||||||
Revenue
adjustments, primarily for
|
|||||||||||||||
pricing
on prior period open sales
|
|||||||||||||||
and
hedging
|
(0.03
|
)
|
(0.03
|
)
|
-
|
-
|
-
|
||||||||
Idle
facility and other non-
|
|||||||||||||||
inventoriable
costs
|
0.02
|
0.02
|
(0.79
|
)
|
(0.01
|
)
|
-
|
||||||||
Gross
profit
|
$1.70
|
$1.34
|
$213.65
|
$8.07
|
$14.72
|
Gross
Profit per Pound of Copper and Molybdenum/per Ounce of Gold and
Silver
|
|||||||||||||||
By-Product
|
Co-Product
Method
|
||||||||||||||
Method
|
Copper
|
Gold
|
Silver
|
Molybdenum
|
|||||||||||
Three
Months Ended March 31, 2006
|
|||||||||||||||
Revenues,
after adjustments shown
|
|||||||||||||||
below
|
$2.24
|
$2.24
|
$515.44
|
$9.52
|
$24.38
|
||||||||||
Site
production and delivery, before
|
|||||||||||||||
net
noncash and nonrecurring
|
|||||||||||||||
costs
shown below
|
0.99
|
0.77
|
320.03
|
4.32
|
9.63
|
||||||||||
By-product
credits
|
(0.58
|
)
|
-
|
-
|
-
|
-
|
|||||||||
Treatment
charges
|
0.07
|
0.06
|
91.65
|
1.64
|
-
|
||||||||||
Unit
net cash costsa
|
0.48
|
0.83
|
411.68
|
5.96
|
9.63
|
||||||||||
Depreciation
and amortization
|
0.11
|
0.09
|
38.60
|
0.43
|
0.84
|
||||||||||
Noncash
and nonrecurring costs, net
|
0.02
|
0.02
|
6.06
|
0.03
|
0.03
|
||||||||||
Total
unit costs
|
0.61
|
0.94
|
456.34
|
6.42
|
10.50
|
||||||||||
Revenue
adjustments, primarily for
|
|||||||||||||||
pricing
on prior period open sales
|
|||||||||||||||
and
hedging
|
(1.13
|
)
|
(1.13
|
)
|
-
|
-
|
-
|
||||||||
Idle
facility and other non-
|
|||||||||||||||
inventoriable
costs
|
(0.02
|
)
|
(0.02
|
)
|
-
|
(0.05
|
)
|
-
|
|||||||
Gross
profit
|
$0.48
|
$0.15
|
$59.10
|
$3.05
|
$13.88
|
a. |
For
a reconciliation of pro forma unit net cash costs per pound to production
and delivery costs applicable to pro forma sales refer to “Product
Revenues and Production Costs.”
|
Pro
Forma Consolidated
|
First
Quarter
|
||||||
Primary
Molybdenum Mining Operationsa
|
2007
|
2006
|
|||||
Molybdenum
(millions of recoverable pounds)
|
|||||||
Production
|
16.5
|
17.2
|
|||||
Sales
|
18.6
|
16.9
|
|||||
Average
realized price per pound
|
$
|
23.00
|
$
|
21.18
|
|||
a. |
Pro
forma results include the results of Phelps Dodge prior to March
20, 2007,
and exclude purchased metal.
|
b. |
Includes
by-product molybdenum production of 7.1 million pounds for first-quarter
2007 and 7.8 million pounds for first-quarter
2006.
|
Gross
Profit per Pound of Molybdenum
|
||||||
Three
Months Ended March 31,
|
||||||
2007
|
2006
|
|||||
Revenues,
after adjustments shown below
|
$
|
22.17
|
$
|
21.53
|
||
Site
production and delivery, before net noncash and
|
||||||
nonrecurring
costs shown below
|
4.15
|
3.62
|
||||
Unit
net cash costsa
|
4.15
|
3.62
|
||||
Depreciation
and amortization
|
0.92
|
0.89
|
||||
Noncash
and nonrecurring costs, net
|
0.02
|
0.02
|
||||
Total
unit costs
|
5.09
|
4.53
|
||||
Gross
profit
|
$
|
17.08
|
$
|
17.00
|
a. |
For
a reconciliation of unit net cash costs to production and delivery
costs
applicable to sales reported in FCX’s consolidated financial statements
refer to “Product Revenues and Production
Costs.”
|
Pro
Forma Consolidated
|
First
Quarter
|
||||||
South
American Mining Operationsa
|
2007
|
2006
|
|||||
Copper
(millions of recoverable pounds)
|
|||||||
Production
|
307.2
|
288.3
|
|||||
Sales
|
301.8
|
275.5
|
|||||
Average
realized price per pound
|
$
|
2.73
|
$
|
2.40
|
|||
Gold
(thousands of recoverable ounces)
|
|||||||
Production
|
24.5
|
30.2
|
|||||
Sales
|
25.5
|
29.3
|
a. |
Pro
forma results include the results of Phelps Dodge prior to March
20,
2007.
|
Gross
Profit per Pound of Copper/per Ounce of Gold and
Silver
|
||||||||||||
By-Product
|
Co-Product
Method
|
|||||||||||
Method
|
Copper
|
Gold
|
Silver
|
|||||||||
Three
Months Ended March 31, 2007
|
||||||||||||
Revenues,
after adjustments shown
|
||||||||||||
below
|
$2.74
|
$2.74
|
$657.27
|
$13.21
|
||||||||
Site
production and delivery, before
|
||||||||||||
net
noncash and nonrecurring
|
||||||||||||
costs
shown below
|
0.84
|
0.80
|
286.47
|
5.25
|
||||||||
By-product
credits
|
(0.08
|
)
|
-
|
-
|
-
|
|||||||
Treatment
charges
|
0.18
|
0.18
|
44.63
|
1.39
|
||||||||
Unit
net cash costs
|
0.94
|
0.98
|
331.10
|
6.64
|
||||||||
Depreciation
and amortization
|
0.15
|
0.14
|
27.39
|
0.55
|
||||||||
Noncash
and nonrecurring costs, net
|
-
|
-
|
0.40
|
0.01
|
||||||||
Total
unit costs
|
1.09
|
1.12
|
358.89
|
7.20
|
||||||||
Revenue
adjustments, primarily for
|
||||||||||||
pricing
on prior period open sales
|
||||||||||||
and
hedging
|
0.19
|
0.19
|
(15.57
|
)
|
(0.24
|
)
|
||||||
Idle
facility and other non-
|
||||||||||||
inventoriable
costs
|
(0.02
|
)
|
(0.02
|
)
|
(9.63
|
)
|
(0.14
|
)
|
||||
Gross
profit
|
$1.82
|
$1.79
|
$273.18
|
$5.63
|
Three
Months Ended March 31, 2006
|
||||||||||||
Revenues,
after adjustments shown
|
||||||||||||
below
|
$2.58
|
$2.58
|
$579.11
|
$9.57
|
||||||||
Site
production and delivery, before
|
||||||||||||
net
noncash and nonrecurring
|
||||||||||||
costs
shown below
|
0.74
|
0.72
|
177.85
|
3.06
|
||||||||
By-product
credits
|
(0.08
|
)
|
-
|
-
|
-
|
|||||||
Treatment
charges
|
0.15
|
0.15
|
42.39
|
0.63
|
||||||||
Unit
net cash costs
|
0.81
|
0.87
|
220.24
|
3.69
|
||||||||
Depreciation
and amortization
|
0.17
|
0.16
|
21.39
|
0.36
|
||||||||
Noncash
and nonrecurring costs, net
|
-
|
-
|
0.24
|
0.01
|
||||||||
Total
unit costs
|
0.98
|
1.03
|
241.87
|
4.06
|
||||||||
Revenue
adjustments, primarily for
|
||||||||||||
pricing
on prior period open sales
|
||||||||||||
and
hedging
|
(0.17
|
)
|
(0.14
|
)
|
(163.38
|
)
|
(2.95
|
)
|
||||
Idle
facility and other non-
|
||||||||||||
inventoriable
costs
|
(0.02
|
)
|
(0.02
|
)
|
(8.50
|
)
|
(0.12
|
)
|
||||
Gross
profit
|
$1.41
|
$1.39
|
$165.36
|
$2.44
|
a. |
For
a reconciliation of pro forma unit net cash costs per pound to production
and delivery costs applicable to pro forma sales refer to “Product
Revenues and Production Costs.”
|
Atlantic
Copper Operating Results
|
First
Quarter
|
|||||
(In
Millions)
|
2007
|
2006
|
||||
Gross
profit
|
$
|
16.5
|
$
|
17.3
|
||
Add
depreciation and amortization expense
|
10.5
|
7.4
|
||||
Other
|
(0.4
|
)
|
(0.4
|
)
|
||
Cash
margin
|
$
|
26.6
|
$
|
24.3
|
||
Operating
income (in millions)
|
$
|
12.4
|
$
|
13.5
|
||
Concentrate
and scrap treated (thousand metric tons)
|
242.5
|
250.7
|
||||
Anodes
production (million pounds)
|
149.0
|
157.1
|
||||
Treatment
rates per pound
|
$
|
0.35
|
$
|
0.29
|
||
Cathodes
sales (million pounds)
|
134.6
|
136.6
|
||||
Gold
sales in anodes and slimes (thousand ounces)
|
114.2
|
245.6
|
||||
March
31,
|
December
31,
|
|||||
2007
|
2006
|
|||||
Cash
from U.S. operations
|
$
|
0.3
|
$
|
-
|
||
Cash
from international operations
|
2.8
|
0.9
|
||||
Total
consolidated cash and cash equivalents
|
3.1
|
0.9
|
||||
Less:
minority interests’ share
|
(0.5
|
)
|
-
|
|||
Cash,
net of minority interests’ share
|
2.6
|
0.9
|
||||
Withholding
taxes if distributeda
|
(0.2
|
)
|
(0.1
|
)
|
||
Net
cash available to parent company
|
$
|
2.4
|
$
|
0.8
|
||
a. |
Cash
at our international operations is subject to foreign withholding
taxes of
up to 22 percent upon repatriation into the U.S.
|
· |
borrowed
$10.0 billion in term loans under a new $11.5 billion senior credit
facility
|
· |
issued
$6.0 billion in senior notes
|
· |
sold
47.15 million shares of common stock at $61.25 per share for net
proceeds
of $2.8 billion
|
· |
sold
28.75 million shares of 6¾% mandatory convertible preferred stock with a
liquidation preference of $100 per share for net proceeds of $2.8
billion
|
Less
Than
|
After
|
|||||||||||||
Total
|
1
Year
|
1-3
Years
|
4-5
Years
|
+5
Years
|
||||||||||
Short-term
debt
|
$
|
96.1
|
$
|
96.1
|
$
|
-
|
$
|
-
|
$
|
-
|
||||
Long-term
debt
|
11,940.0
|
103.1
|
379.5
|
181.4
|
11,276.0
|
|||||||||
Scheduled
interest payment obligationsa
|
7,663.4
|
887.2
|
2,519.7
|
1,669.1
|
2,587.4
|
|||||||||
Asset
retirement obligationsb
|
104.4
|
65.1
|
36.9
|
2.1
|
0.3
|
|||||||||
Take-or-pay
contractsc
|
1,574.9
|
1,132.1
|
320.6
|
85.8
|
36.4
|
|||||||||
Total
contractual cash obligationsd
|
$
|
21,378.8
|
$
|
2,283.6
|
$
|
3,256.7
|
$
|
1,938.4
|
$
|
13,900.1
|
a. |
Scheduled
interest payment obligations were calculated using stated coupon
rates for
fixed debt and interest rates applicable at March 31, 2007, for variable
debt.
|
b. |
Asset
retirement obligations only include our estimated contractual cash
payments associated with reclamation activities at certain Phelps
Dodge
sites we acquired for which our costs are estimable and the timing
of
payments was reasonably determinable as of March 31, 2007. The timing
and
the amount of these payments could change as a result of changes
in
regulatory requirements, changes in scope of reclamation activities
and as
actual reclamation spending occurs. The table excludes remaining
cash
payments of approximately $66 million that are expected to be incurred
in
connection with accelerating certain closure projects at our discretion.
We have also excluded payments for reclamation activities that are
expected to occur after five years and the associated trust assets
of
approximately $522 million that have been dedicated to funding those
reclamation activities because a majority of these cash flows are
expected
to occur over an extended period of time and are dependent upon the
timing
of the end of the mine life, which is subject to
revision.
|
$124
million). Approximately 39 percent of our take-or-pay electricity
obligations are through Phelps Dodge Energy Services (PDES), the
legal
entity used to manage power for North American operations at generally
fixed-priced arrangements. PDES has the right and the ability to
resell
the electricity as circumstances warrant.
|
d. |
This
table excludes certain other obligations in our Condensed Consolidated
Balance Sheet, including estimated funding for pension obligations
as the
funding may vary from year-to-year based on changes in the fair value
of
plan assets and actuarial assumptions. Environmental obligations
and
contingencies for which the timing of payments is not determinable
are
also excluded.
|
Three
Months Ended March 31, 2007
|
|||||||||||||||
By-Product
|
Co-Product
Method
|
||||||||||||||
(In
Millions)
|
Method
|
Copper
|
Gold
|
Silver
|
Total
|
||||||||||
Revenues,
after adjustments shown below
|
$
|
1,297.6
|
$
|
1,297.6
|
$
|
622.3
|
$
|
21.0
|
$
|
1,940.9
|
|||||
Site
production and delivery, before net
|
|||||||||||||||
noncash
and nonrecurring costs shown
|
|||||||||||||||
below
|
313.7
|
209.7
|
100.6
|
3.4
|
313.7
|
||||||||||
Gold
and silver credits
|
(643.3
|
)
|
-
|
-
|
-
|
-
|
|||||||||
Treatment
charges
|
153.3
|
102.5
|
49.1
|
1.7
|
153.3
|
||||||||||
Royalty
on metals
|
49.8
|
33.3
|
16.0
|
0.5
|
49.8
|
||||||||||
Unit
net cash (credits) costs
|
(126.5
|
)
|
345.5
|
165.7
|
5.6
|
516.8
|
|||||||||
Depreciation
and amortization
|
59.2
|
39.6
|
19.0
|
0.6
|
59.2
|
||||||||||
Noncash
and nonrecurring costs, net
|
8.8
|
5.9
|
2.8
|
0.1
|
8.8
|
||||||||||
Total
unit (credits) costs
|
(58.5
|
)
|
391.0
|
187.5
|
6.3
|
584.8
|
|||||||||
Revenue
adjustments, primarily for pricing
|
|||||||||||||||
on
prior period open sales
|
(29.3
|
)
|
(29.3
|
)
|
-
|
-
|
(29.3
|
)
|
|||||||
PT
Smelting intercompany profit elimination
|
(35.7
|
)
|
(23.9
|
)
|
(11.4
|
)
|
(0.4
|
)
|
(35.7
|
)
|
|||||
Gross
profit
|
$
|
1,291.1
|
$
|
853.4
|
$
|
423.4
|
$
|
14.3
|
$
|
1,291.1
|
|||||
Reconciliation
to Amounts Reported
|
|||||||||||||||
Production
|
Depreciation
|
||||||||||||||
and
|
and
|
||||||||||||||
(In
Millions)
|
Revenues
|
Delivery
|
Amortization
|
||||||||||||
Totals
presented above
|
$
|
1,940.9
|
$
|
313.7
|
$
|
59.2
|
|||||||||
Net
noncash and nonrecurring costs per
|
|||||||||||||||
above
|
N/A
|
8.8
|
N/A
|
||||||||||||
Less:
Treatment charges per above
|
(153.3
|
)
|
N/A
|
N/A
|
|||||||||||
Royalty
per above
|
(49.8
|
)
|
N/A
|
N/A
|
|||||||||||
Revenue
adjustments, primarily for pricing
|
|||||||||||||||
on
prior period open sales per above
|
(29.3
|
)
|
N/A
|
N/A
|
|||||||||||
Total
Indonesian mining operations
|
1,708.5
|
322.5
|
59.2
|
||||||||||||
Eliminations
and other
|
594.4
|
629.6
|
57.1
|
||||||||||||
As
reported in FCX’s consolidated
|
|||||||||||||||
financial
statements
|
$
|
2,302.9
|
$
|
952.1
|
$
|
116.3
|
|||||||||
Three
Months Ended March 31, 2006
|
|||||||||||||||
By-Product
|
Co-Product
Method
|
||||||||||||||
(In
Millions)
|
Method
|
Copper
|
Gold
|
Silver
|
Total
|
||||||||||
Revenues,
after adjustments shown below
|
$
|
543.1
|
$
|
543.1
|
$
|
282.8
|
$
|
7.8
|
$
|
833.7
|
|||||
Site
production and delivery, before net
|
|||||||||||||||
noncash
and nonrecurring costs shown
|
|||||||||||||||
below
|
275.0
|
179.2
|
93.3
|
2.5
|
275.0
|
||||||||||
Gold
and silver credits
|
(290.6
|
)
|
-
|
-
|
-
|
-
|
|||||||||
Treatment
charges
|
83.6
|
54.5
|
28.3
|
0.8
|
83.6
|
||||||||||
Royalty
on metals
|
19.9
|
13.0
|
6.7
|
0.2
|
19.9
|
||||||||||
Unit
net cash costs
|
87.9
|
246.7
|
128.3
|
3.5
|
378.5
|
||||||||||
Depreciation
and amortization
|
33.8
|
22.0
|
11.5
|
0.3
|
33.8
|
||||||||||
Noncash
and nonrecurring costs, net
|
11.7
|
7.6
|
4.0
|
0.1
|
11.7
|
||||||||||
Total
unit costs
|
133.4
|
276.3
|
143.8
|
3.9
|
424.0
|
||||||||||
Revenue
adjustments, primarily for pricing
|
|||||||||||||||
on
prior period open sales and gold
|
|||||||||||||||
hedging
|
66.7
|
a
|
135.7
|
(69.0
|
)
|
-
|
66.7
|
||||||||
PT
Smelting intercompany profit recognized
|
20.8
|
13.6
|
7.1
|
0.1
|
20.8
|
||||||||||
Gross
profit
|
$
|
497.2
|
$
|
416.1
|
$
|
77.1
|
$
|
4.0
|
$
|
497.2
|
|||||
Reconciliation
to Amounts Reported
|
|||||||||||||||
Production
|
Depreciation
|
||||||||||||||
and
|
and
|
||||||||||||||
(In
Millions)
|
Revenues
|
Delivery
|
Amortization
|
||||||||||||
Totals
presented above
|
$
|
833.7
|
$
|
275.0
|
$
|
33.8
|
|||||||||
Net
noncash and nonrecurring costs per
|
|||||||||||||||
above
|
N/A
|
11.7
|
N/A
|
||||||||||||
Less:
Treatment charges per above
|
(83.6
|
)
|
N/A
|
N/A
|
|||||||||||
Royalty
per above
|
(19.9
|
)
|
N/A
|
N/A
|
|||||||||||
Revenue
adjustments, primarily for pricing
|
|||||||||||||||
on
prior period open sales and hedging
|
|||||||||||||||
per
above
|
66.7
|
N/A
|
N/A
|
||||||||||||
Total
Indonesia mining operations
|
796.9
|
286.7
|
33.8
|
||||||||||||
Eliminations
and other
|
2,513.8
|
2,140.0
|
313.0
|
||||||||||||
As
reported in FCX’s pro forma
|
|||||||||||||||
consolidated
financial results
|
$
|
3,310.7
|
$
|
2,426.7
|
$
|
346.8
|
|||||||||
a. |
Includes
a $69.0 million or $0.31 per pound loss on the redemption of FCX’s
Gold-Denominated Preferred Stock, Series
II.
|
Three
Months Ended March 31, 2007
|
|||||||||||||||||||||
By-Product
|
Co-Product
Method
|
||||||||||||||||||||
(In
Millions)
|
Method
|
Copper
|
Gold
|
Silver
|
Molybdenum
|
Other
|
Total
|
||||||||||||||
Revenues,
after adjustments shown
|
|||||||||||||||||||||
below
|
$
|
812.3
|
$
|
812.3
|
$
|
2.0
|
$
|
4.5
|
$
|
178.5
|
$
|
3.5
|
$
|
1,000.8
|
|||||||
Site
production and delivery, before
|
|||||||||||||||||||||
net
noncash and nonrecurring
|
|||||||||||||||||||||
costs
shown below
|
394.1
|
347.4
|
1.0
|
1.6
|
68.1
|
3.1
|
421.2
|
||||||||||||||
By-product
credits
|
(161.4
|
)
|
-
|
-
|
-
|
-
|
-
|
-
|
|||||||||||||
Treatment
charges
|
22.0
|
21.5
|
0.2
|
0.3
|
-
|
-
|
22.0
|
||||||||||||||
Unit
net cash costs
|
254.7
|
368.9
|
1.2
|
1.9
|
68.1
|
3.1
|
443.2
|
||||||||||||||
Depreciation
and amortization
|
39.6
|
33.7
|
0.1
|
0.2
|
5.6
|
-
|
39.6
|
||||||||||||||
Noncash
and nonrecurring costs, net
|
5.8
|
5.6
|
-
|
-
|
0.2
|
-
|
5.8
|
||||||||||||||
Total
unit costs
|
300.1
|
408.2
|
1.3
|
2.1
|
73.9
|
3.1
|
488.6
|
||||||||||||||
Revenue
adjustments, primarily for
|
|||||||||||||||||||||
pricing
on prior period open sales
|
|||||||||||||||||||||
and
hedging
|
8.5
|
8.5
|
-
|
-
|
-
|
-
|
8.5
|
||||||||||||||
Idle
facility and other non-
|
|||||||||||||||||||||
inventoriable
costs
|
(10.0
|
)
|
(10.0
|
)
|
-
|
-
|
-
|
-
|
(10.0
|
)
|
|||||||||||
Gross
profit
|
$
|
510.7
|
$
|
402.6
|
$
|
0.7
|
$
|
2.4
|
$
|
104.6
|
$
|
0.4
|
$
|
510.7
|
|||||||
Reconciliation
to Amounts Reported
|
|||||||||||||||||||||
Production
|
Depreciation
|
||||||||||||||||||||
and
|
and
|
||||||||||||||||||||
(In
Millions)
|
Revenues
|
Delivery
|
Amortization
|
||||||||||||||||||
Totals
presented above
|
$
|
1,000.8
|
$
|
421.2
|
$
|
39.6
|
|||||||||||||||
Net
noncash and nonrecurring costs
|
|||||||||||||||||||||
per
above
|
N/A
|
5.8
|
N/A
|
||||||||||||||||||
Pre-acquisition
amounts
|
(943.4
|
)
|
(413.6
|
)
|
(34.5
|
)
|
|||||||||||||||
Other
North America operations
|
277.6
|
311.4
|
4.2
|
||||||||||||||||||
Purchase
accounting impact
|
N/A
|
27.3
|
4.7
|
||||||||||||||||||
Revenue
adjustments, primarily for
|
|||||||||||||||||||||
pricing
on prior period open sales
|
|||||||||||||||||||||
and
hedging per above
|
8.5
|
N/A
|
N/A
|
||||||||||||||||||
Total
North American mining
|
|||||||||||||||||||||
operations
|
343.5
|
352.1
|
14.0
|
||||||||||||||||||
Eliminations
and other
|
1,959.4
|
600.0
|
102.3
|
||||||||||||||||||
As
reported in FCX’s consolidated
|
|||||||||||||||||||||
financial
statements
|
$
|
2,302.9
|
$
|
952.1
|
$
|
116.3
|
Three
Months Ended March 31, 2006
|
|||||||||||||||||||||
By-Product
|
Co-Product
Method
|
||||||||||||||||||||
(In
Millions)
|
Method
|
Copper
|
Gold
|
Silver
|
Molybdenum
|
Other
|
Total
|
||||||||||||||
Revenues,
after adjustments shown
|
|||||||||||||||||||||
below
|
$
|
740.5
|
$
|
740.5
|
$
|
2.8
|
$
|
4.8
|
$
|
190.6
|
$
|
3.1
|
$
|
941.8
|
|||||||
Site
production and delivery, before
|
|||||||||||||||||||||
net
noncash and nonrecurring
|
|||||||||||||||||||||
costs
shown below
|
327.7
|
256.2
|
1.7
|
2.2
|
75.3
|
2.5
|
337.9
|
||||||||||||||
By-product
credits
|
(191.1
|
)
|
-
|
-
|
-
|
-
|
-
|
-
|
|||||||||||||
Treatment
charges
|
22.5
|
21.2
|
0.5
|
0.8
|
-
|
-
|
22.5
|
||||||||||||||
Unit
net cash costs
|
159.1
|
277.4
|
2.2
|
3.0
|
75.3
|
2.5
|
360.4
|
||||||||||||||
Depreciation
and amortization
|
36.3
|
29.2
|
0.2
|
0.2
|
6.6
|
0.1
|
36.3
|
||||||||||||||
Noncash
and nonrecurring costs, net
|
5.1
|
4.9
|
-
|
-
|
0.2
|
-
|
5.1
|
||||||||||||||
Total
unit costs
|
200.5
|
311.5
|
2.4
|
3.2
|
82.1
|
2.6
|
401.8
|
||||||||||||||
Revenue
adjustments, primarily for
|
|||||||||||||||||||||
pricing
on prior period open sales
|
|||||||||||||||||||||
and
hedging
|
(374.8
|
)
|
(374.8
|
)
|
-
|
-
|
-
|
-
|
(374.8
|
)
|
|||||||||||
Idle
facility and other non-
|
|||||||||||||||||||||
inventoriable
costs
|
(6.8
|
)
|
(6.8
|
)
|
-
|
-
|
-
|
-
|
(6.8
|
)
|
|||||||||||
Gross
profit
|
$
|
158.4
|
$
|
47.4
|
$
|
0.4
|
$
|
1.6
|
$
|
108.5
|
$
|
0.5
|
$
|
158.4
|
|||||||
Reconciliation
to Amounts Reported
|
|||||||||||||||||||||
Production
|
Depreciation
|
||||||||||||||||||||
and
|
and
|
||||||||||||||||||||
(In
Millions)
|
Revenues
|
Delivery
|
Amortization
|
||||||||||||||||||
Totals
presented above
|
$
|
941.8
|
$
|
337.9
|
$
|
36.3
|
|||||||||||||||
Net
noncash and nonrecurring costs
|
|||||||||||||||||||||
per
above
|
N/A
|
5.1
|
N/A
|
||||||||||||||||||
Revenue
adjustments, primarily for
|
|||||||||||||||||||||
pricing
on prior period open sales
|
|||||||||||||||||||||
and
hedging per above
|
(374.8
|
)
|
N/A
|
N/A
|
|||||||||||||||||
Purchase
accounting impact
|
N/A
|
501.4
|
196.5
|
||||||||||||||||||
Eliminations
and other
|
2,743.7
|
1,582.3
|
114.0
|
||||||||||||||||||
As
reported in FCX's pro forma
|
|||||||||||||||||||||
consolidated
financial results
|
$
|
3,310.7
|
$
|
2,426.7
|
$
|
346.8
|
Three
Months Ended March 31, 2007
|
|||||||||||||||
By-Product
|
Co-Product
Method
|
||||||||||||||
(In
Millions)
|
Method
|
Copper
|
Gold
|
Silver
|
Total
|
||||||||||
Revenues,
after adjustments shown
|
|||||||||||||||
below
|
$
|
828.1
|
$
|
828.1
|
$
|
16.7
|
$
|
7.1
|
$
|
851.9
|
|||||
Site
production and delivery, before
|
|||||||||||||||
net
noncash and nonrecurring
|
|||||||||||||||
costs
shown below
|
252.5
|
243.1
|
7.3
|
2.8
|
253.2
|
||||||||||
By-product
credits
|
(23.1
|
)
|
-
|
-
|
-
|
-
|
|||||||||
Treatment
charges
|
54.8
|
52.9
|
1.1
|
0.8
|
54.8
|
||||||||||
Unit
net cash costs
|
284.2
|
296.0
|
8.4
|
3.6
|
308.0
|
||||||||||
Depreciation
and amortization
|
44.1
|
43.1
|
0.7
|
0.3
|
44.1
|
||||||||||
Noncash
and nonrecurring costs, net
|
0.7
|
0.7
|
-
|
-
|
0.7
|
||||||||||
Total
unit costs
|
329.0
|
339.8
|
9.1
|
3.9
|
352.8
|
||||||||||
Revenue
adjustments, primarily for
|
|||||||||||||||
pricing
on prior period open sales
|
|||||||||||||||
and
hedging
|
57.1
|
57.6
|
(0.4
|
)
|
(0.1
|
)
|
57.1
|
||||||||
Idle
facility and other non-
|
|||||||||||||||
inventoriable
costs
|
(6.3
|
)
|
(6.0
|
)
|
(0.2
|
)
|
(0.1
|
)
|
(6.3
|
)
|
|||||
Gross
profit
|
$
|
549.9
|
$
|
539.9
|
$
|
7.0
|
$
|
3.0
|
$
|
549.9
|
Reconciliation
to Amounts Reported
|
|||||||||||||||
Production
|
Depreciation
|
||||||||||||||
and
|
and
|
||||||||||||||
(In
Millions)
|
Revenues
|
Delivery
|
Amortization
|
||||||||||||
Totals
presented above
|
$
|
851.9
|
$
|
253.2
|
$
|
44.1
|
|||||||||
Net
noncash and nonrecurring costs
|
|||||||||||||||
per
above
|
N/A
|
0.7
|
N/A
|
||||||||||||
Treatment
charges per above
|
(54.8
|
)
|
N/A
|
N/A
|
|||||||||||
Pre-acquisition
amounts
|
(631.7
|
)
|
(230.9
|
)
|
(37.2
|
)
|
|||||||||
Purchased
metal
|
68.0
|
68.0
|
N/A
|
||||||||||||
Purchase
accounting impact
|
N/A
|
47.8
|
21.4
|
||||||||||||
Eliminations
and other
|
(28.8
|
)
|
(22.8
|
)
|
0.1
|
||||||||||
Revenue
adjustments, primarily for
|
|||||||||||||||
pricing
on prior period open sales
|
|||||||||||||||
and
hedging per above
|
57.1
|
N/A
|
N/A
|
||||||||||||
Total
South American mining
|
|||||||||||||||
operations
|
261.7
|
116.0
|
28.4
|
||||||||||||
Eliminations
and other
|
2,041.2
|
836.1
|
87.9
|
||||||||||||
As
reported in FCX’s consolidated
|
|||||||||||||||
financial
statements
|
$
|
2,302.9
|
$
|
952.1
|
$
|
116.3
|
Three
Months Ended March 31, 2006
|
|||||||||||||||
By-Product
|
Co-Product
Method
|
||||||||||||||
(In
Millions)
|
Method
|
Copper
|
Gold
|
Silver
|
Total
|
||||||||||
Revenues,
after adjustments shown
|
|||||||||||||||
below
|
$
|
710.9
|
$
|
710.9
|
$
|
17.0
|
$
|
6.2
|
$
|
734.1
|
|||||
Site
production and delivery, before
|
|||||||||||||||
net
noncash and nonrecurring
|
|||||||||||||||
costs
shown below
|
205.3
|
198.1
|
5.2
|
2.0
|
205.3
|
||||||||||
By-product
credits
|
(23.2
|
)
|
-
|
-
|
-
|
-
|
|||||||||
Treatment
charges
|
42.2
|
40.5
|
1.3
|
0.4
|
42.2
|
||||||||||
Unit
net cash costs
|
224.3
|
238.6
|
6.5
|
2.4
|
247.5
|
||||||||||
Depreciation
and amortization
|
46.6
|
45.8
|
0.6
|
0.2
|
46.6
|
||||||||||
Noncash
and nonrecurring costs, net
|
0.4
|
0.4
|
-
|
-
|
0.4
|
||||||||||
Total
unit costs
|
271.3
|
284.8
|
7.1
|
2.6
|
294.5
|
||||||||||
Revenue
adjustments, primarily for
|
|||||||||||||||
pricing
on prior period open sales
|
|||||||||||||||
and
hedging
|
(45.9
|
)
|
(39.2
|
)
|
(4.8
|
)
|
(1.9
|
)
|
(45.9
|
)
|
|||||
Idle
facility and other non-
|
|||||||||||||||
inventoriable
costs
|
(4.3
|
)
|
(4.0
|
)
|
(0.2
|
)
|
(0.1
|
)
|
(4.3
|
)
|
|||||
Gross
profit
|
$
|
389.4
|
$
|
382.9
|
$
|
4.9
|
$
|
1.6
|
$
|
389.4
|
|||||
Reconciliation
to Amounts Reported
|
|||||||||||||||
Production
|
Depreciation
|
||||||||||||||
and
|
and
|
||||||||||||||
(In
Millions)
|
Revenues
|
Delivery
|
Amortization
|
||||||||||||
Totals
presented above
|
$
|
734.1
|
$
|
205.3
|
$
|
46.6
|
|||||||||
Net
noncash and nonrecurring costs
|
|||||||||||||||
per
above
|
N/A
|
0.4
|
N/A
|
||||||||||||
Treatment
charges per above
|
(42.2
|
)
|
N/A
|
N/A
|
|||||||||||
Purchased
metal
|
45.1
|
45.0
|
N/A
|
||||||||||||
Revenue
adjustments, primarily for
|
|||||||||||||||
pricing
on prior period open sales
|
|||||||||||||||
and
hedging per above
|
(45.9
|
)
|
N/A
|
N/A
|
|||||||||||
Purchase
accounting adjustments
|
-
|
501.4
|
196.5
|
||||||||||||
Eliminations
and other
|
2,619.6
|
1,674.6
|
103.7
|
||||||||||||
As
reported in FCX’s pro forma
|
|||||||||||||||
consolidated
financial results
|
$
|
3,310.7
|
$
|
2,426.7
|
$
|
346.8
|
Three
Months Ended
|
|||||||||||||||
March
31,
|
|||||||||||||||
(In
Millions)
|
2007
|
2006
|
|||||||||||||
Revenues,
after adjustments shown
|
|||||||||||||||
below
|
$
|
207.9
|
$
|
201.4
|
|||||||||||
Site
production and delivery, before
|
|||||||||||||||
net
noncash and nonrecurring
|
|||||||||||||||
costs
shown below
|
38.9
|
33.8
|
|||||||||||||
Unit
net cash costs
|
38.9
|
33.8
|
|||||||||||||
Depreciation
and amortization
|
8.7
|
8.4
|
|||||||||||||
Noncash
and nonrecurring costs, net
|
0.2
|
0.2
|
|||||||||||||
Total
unit costs
|
47.8
|
42.4
|
|||||||||||||
Gross
profit
|
$
|
160.1
|
$
|
159.0
|
|||||||||||
Reconciliation
to Amounts Reported
|
|||||||||||||||
Production
|
Depreciation
|
||||||||||||||
Three
Months Ended March 31, 2007
|
and
|
and
|
|||||||||||||
(In
Millions)
|
Revenues
|
Delivery
|
Amortization
|
||||||||||||
Totals
presented above
|
$
|
207.9
|
$
|
38.9
|
$
|
8.7
|
|||||||||
Net
noncash and nonrecurring costs
|
|||||||||||||||
per
above
|
N/A
|
0.2
|
N/A
|
||||||||||||
Purchase
accounting adjustments
|
N/A
|
N/A
|
1.7
|
||||||||||||
Eliminations
and other
|
2,095.0
|
913.0
|
105.9
|
||||||||||||
As
reported in FCX’s consolidated
|
|||||||||||||||
financial
results
|
$
|
2,302.9
|
$
|
952.1
|
$
|
116.3
|
Reconciliation
to Amounts Reported
|
|||||||||||||||
Production
|
Depreciation
|
||||||||||||||
Three
Months Ended March 31, 2006
|
and
|
and
|
|||||||||||||
(In
Millions)
|
Revenues
|
Delivery
|
Amortization
|
||||||||||||
Totals
presented above
|
$
|
201.4
|
$
|
33.8
|
$
|
8.4
|
|||||||||
Net
noncash and nonrecurring costs
|
|||||||||||||||
per
above
|
N/A
|
0.2
|
N/A
|
||||||||||||
Eliminations
and other
|
3,109.3
|
2,392.7
|
338.4
|
||||||||||||
As
reported in FCX’s pro forma
|
|||||||||||||||
consolidated
financial results
|
$
|
3,310.7
|
$
|
2,426.7
|
$
|
346.8
|
· |
make
it difficult for us to satisfy our debt
obligations;
|
· |
increase
our vulnerability to general adverse economic and industry
conditions;
|
· |
require
us to dedicate a substantial portion of our cash flow from operations
and
proceeds of equity issuances or asset sales to payments on our
indebtedness, thereby reducing the availability of cash flows to
fund
working capital, capital expenditures, acquisitions, investments
and other
general corporate purposes;
|
· |
limit
our flexibility in planning for, or reacting to, changes in our businesses
and the markets in which we
operate;
|
· |
place
us at a competitive disadvantage to our competitors that have less
debt;
|
· |
limit
our ability to borrow money or sell stock to fund our working capital,
capital expenditures, acquisitions and debt service requirements
and other
financing needs; and
|
· |
increase
our interest expense if interest rates in general increase, because
a
substantial portion of our indebtedness bears interest at floating
rates.
|
· |
incur
additional indebtedness;
|
· |
engage
in transactions with affiliates;
|
· |
create
liens on our assets;
|
· |
make
payments
in respect of, or redeem or acquire, debt or equity issued by us
or our
subsidiaries, including the payment of dividends on our common
stock;
|
· |
make
acquisitions of new subsidiaries;
|
· |
make
investments in, or loans, to entities that we do not control, including
joint ventures;
|
· |
use
assets as security in other
transactions;
|
· |
sell
assets, subject to certain
exceptions;
|
· |
merge
with or into other companies;
|
· |
enter
into sale and leaseback
transactions;
|
· |
enter
into unrelated businesses;
|
· |
enter
into agreements or arrangements that restrict the ability of certain
of
our subsidiaries to pay dividends or other
distributions;
|
· |
prepay
indebtedness; and
|
· |
enter
into certain new hedging transactions other than in the ordinary
course of
business.
|
· |
the
strength of the U.S. economy and the economies of other
industrialized and developing nations, including China, which has
become
the largest consumer of refined copper in the
world;
|
· |
available
supplies of copper from mine production and
inventories;
|
· |
sales
by holders and producers of copper;
|
· |
demand
for industrial products containing
copper;
|
· |
investment
activity, including speculation, in copper as a
commodity;
|
· |
the
availability and cost of substitute materials;
and
|
· |
currency
exchange fluctuations, including the relative strength or weakness
of the
U.S. dollar.
|
· |
the
strength of the U.S. economy and the economies of other
industrialized and developing nations, including
China;
|
· |
global
or regional political or economic
crises;
|
· |
the
relative strength of the U.S. dollar and other
currencies;
|
· |
expectations
with respect to the rate of
inflation;
|
· |
interest
rates;
|
· |
purchases
and sales of gold by central banks and other
holders;
|
· |
demand
for jewelry containing gold; and
|
· |
investment
activity, including speculation, in gold as a
commodity.
|
· |
the
worldwide balance of molybdenum demand and
supply;
|
· |
rates
of global economic growth, especially construction and infrastructure
activity that requires significant amounts of
steel;
|
· |
the
volume of molybdenum produced as a by-product of copper
production;
|
· |
inventory
levels;
|
· |
currency
exchange fluctuations, including the relative strength of the U.S.
dollar;
and
|
· |
production
costs of U.S. and foreign
competitors.
|
· |
unanticipated
ground and water conditions;
|
· |
adverse
claims to water rights;
|
· |
geological
problems, including earthquakes and other natural
disasters;
|
· |
metallurgical
and other processing problems;
|
· |
the
occurrence of unusual weather or operating conditions and other force
majeure events;
|
· |
lower
than expected ore grades or recovery
rates;
|
· |
accidents;
|
· |
delays
in the receipt of or failure to receive necessary government
permits;
|
· |
the
results of litigation, including appeals of agency
decisions;
|
· |
uncertainty
of exploration and development;
|
· |
delays
in transportation;
|
· |
labor
disputes;
|
· |
inability
to hire and retain a sufficient number of skilled
employees;
|
· |
inability
to obtain satisfactory insurance
coverage;
|
· |
unavailability
of materials and equipment; and
|
· |
the
failure of equipment or processes to operate in accordance with
specifications or expectations.
|
· |
the
necessity of coordinating geographically separated organizations
and
addressing possible differences in corporate cultures and management
philosophies, and the integration of diverse operations, which will
require the dedication of significant management resources that may
temporarily distract management’s attention from our day-to-day
business;
|
· |
any
inability of our management to adapt to the addition of lines of
business
in which we have not historically
engaged; and
|
· |
any
inability of our management to cause best practices to be applied
to all
of our businesses.
|
· |
authorize
our board of directors to issue preferred stock without stockholder
approval and to designate the rights, preferences and privileges
of each
class; if issued, such preferred stock would increase the number
of
outstanding shares of our capital stock and could include terms that
may
deter an acquisition of us;
|
· |
establish
advanced notice requirements for nominations to the board of directors
or
for proposals that can be acted on at stockholder
meetings; and
|
· |
limit
who may call stockholder meetings.
|
(d)
Maximum Number
|
|||||||||
(c)
Total Number of
|
(or
Approximate
|
||||||||
(a)
Total
|
Shares
(or Units)
|
Dollar
Value) of Shares
|
|||||||
Number
of
|
(b)
Average
|
Purchased
as Part of
|
(or
Units) That May
|
||||||
Shares
(or Units)
|
Price
Paid Per
|
Publicly
Announced
|
Yet
Be Purchased Under
|
||||||
Period
|
Purchaseda
|
Share
(or Unit)
|
Plans
or Programs
|
the
Plans or Programs
|
|||||
January
1-31, 2007
|
-
|
$
|
-
|
-
|
-
|
||||
February
1-28, 2007
|
237,517
|
-
|
-
|
-
|
|||||
March
1-31, 2007
|
854,988
|
61.59
|
-
|
-
|
|||||
Total
|
1,092,505
|
61.59
|
-
|
-
|
|||||
a.
|
This
category include shares repurchased under FCX’s applicable stock incentive
plans (Plans) and its non-qualified supplemental savings plan (SSP).
In
February 2007 FCX repurchased previously issued shares to satisfy
exercise
prices on option awards under the Plans. In March 2007 FCX repurchased
shares to satisfy tax obligations on restricted stock awards under
the
Plans. In the SSP, FCX repurchases shares as a result of changes
in
investment elections by plan
participants.
|
For
|
Against
|
Abstentions
|
|
1.
Proposal to amend our certificate of incorporation to increase the
authorized number of shares of capital stock to 750,000,000, increase
the
number of shares of Class B common stock to 700,000,000, rename the
Class
B common stock as common stock and delete the provisions governing
and
references to the previously designated classes and series of our
preferred stock of which no shares are outstanding (other than the
Series
A Participating Cumulative Preferred Stock and the 5½% Convertible
Perpetual Preferred Stock).
|
131,604,795
|
1,168,227
|
1,189,607
|
For
|
Against
|
Abstentions
|
|
2.
Proposal to issue shares of our common stock in connection with the
transaction contemplated by the Agreement and Plan of Merger dated
as of
November 18, 2006, among Freeport-McMoRan Copper & Gold Inc., Phelps
Dodge Corporation, and Panther Acquisition Corporation, a direct
wholly
owned subsidiary of Freeport-McMoRan Copper & Gold Inc., as amended.
|
131,641,450
|
1,131,345
|
1,189,834
|
3.
Proposal to approve an adjournment of the Special Meeting, if necessary,
to permit solicitation of additional proxies in favor of the above
proposals.
|
121,694,167
|
11,012,900
|
1,255,562
|
2.1
|
Agreement
and Plan of Merger dated as of November 18, 2006, by and among
Freeport-McMoRan Copper & Gold Inc. (FCX), Phelps Dodge Corporation
and Panther Acquisition Corporation. Incorporated by reference to
Exhibit
2.1 to the Preliminary Joint Proxy Statement/Prospectus included
in the
Registration Statement on Form S-4 (File No. 333-139252) filed December
11, 2006, as amended on January 18, 2007 and February 12, 2007.
|
|
3.1
|
Amended
and Restated Certificate of Incorporation of FCX. Incorporated by
reference to Exhibit 3.1 to the Current Report on Form 8-K of FCX
dated
March 19, 2007.
|
|
3.2
|
Amended
and Restated By-Laws of FCX, as amended effective May 1, 2007.
Incorporated by reference to Exhibit 3.3 to the Current Report on
Form 8-K
of FCX dated May 1, 2007.
|
|
4.1
|
Certificate
of Designations of 5½% Convertible Perpetual Preferred Stock of FCX.
Incorporated by reference to Exhibit 4.1 to the Current Report on
Form 8-K
of FCX dated March 30, 2004.
|
|
4.2
|
Credit
Agreement dated as of March 19, 2007, by and among FCX, the lenders
party
thereto, the issuing banks party thereto, JPMorgan Chase Bank, N.A.
as
administrative agent and collateral agent, and Merrill Lynch, Pierce,
Fenner & Smith Incorporated, as syndication agent. Incorporated by
reference to Exhibit 10.1 to the Current Report on Form 8-K of FCX
dated
March 19, 2007.
|
|
4.3
|
Amended
and Restated Credit Agreement dated as of March 19, 2007, by and
among
FCX, PT Freeport Indonesia, the lenders party thereto, the issuing
banks
party thereto, JPMorgan Chase Bank, N.A. as administrative agent,
collateral agent, security agent and JAA security agent, U.S. Bank
National Association, as FI trustee, and Merrill Lynch, Pierce, Fenner
& Smith Incorporated, as syndication agent. Incorporated by reference
to Exhibit 10.2 to the Current Report on Form 8-K of FCX dated March
19,
2007.
|
|
4.4
|
Senior
Indenture dated as of November 15, 1996, from FCX to The Chase Manhattan
Bank, as Trustee. Incorporated by reference to Exhibit 4.4 to the
Registration Statement on Form S-3 (File No. 333-72760) of FCX filed
November 5, 2001 (the FCX November 5, 2001 Form S-3).
|
|
4.5
|
First
Supplemental Indenture dated as of November 18, 1996, from FCX to
The
Chase Manhattan Bank, as Trustee, providing for the issuance of the
Senior
Notes and supplementing the Senior Indenture dated November 15, 1996,
from
FCX to such Trustee, providing for the issuance of the 7.50% Senior
Notes
due 2006 and the 7.20% Senior Notes due 2026. Incorporated by reference
to
Exhibit 4.5 to the FCX November 5, 2001 Form S-3.
|
|
4.6
|
Indenture
dated as of January 29, 2003, from FCX to The Bank of New York, as
Trustee, with respect to the 10⅛%
Senior Notes due 2010. Incorporated by reference to Exhibit 4.1 to
the
Current Report on Form 8-K of FCX dated February 6,
2003.
|
|
Supplemental
Indenture dated March 19, 2007 from FCX to the Bank of New York,
as
Trustee, providing for an equal and ratable subsidiary guaranty and
supplementing the Indenture dated January 23, 2003.
|
||
4.8
|
Indenture
dated as of February 11, 2003, from FCX to The Bank of New York,
as
Trustee, with respect to the 7% Convertible Senior Notes due 2011.
Incorporated by reference to Exhibit 4.1 to the Current Report on
Form 8-K
of FCX dated February 11, 2003.
|
4.9
|
Indenture
dated as of February 3, 2004, from FCX to The Bank of New York, as
Trustee, with respect to the 6⅞% Senior Notes due 2014. Incorporated by
reference to Exhibit 4.12 to the Annual Report on Form 10-K of FCX
for the
fiscal year ended December 31, 2003 (the FCX 2003 Form
10-K).
|
|
Supplemental
Indenture dated March 19, 2007 from FCX to the Bank of New York,
as
Trustee, providing for an equal and ratable subsidiary guaranty and
supplementing the Indenture dated February 3, 2004.
|
||
4.11
|
Rights
Agreement dated as of May 3, 2000, between FCX and ChaseMellon Shareholder
Services, L.L.C., as Rights Agent. Incorporated by reference to Exhibit
4.26 to the Quarterly Report on Form 10-Q of FCX for the quarter
ended
March 31, 2000.
|
|
4.12
|
Amendment
No. 1 to Rights Agreement dated as of February 26, 2002, between
FCX and
Mellon Investor Services. Incorporated by reference to Exhibit 4.16
to the
Quarterly Report on Form 10-Q of FCX for the quarter ended March
31,
2002.
|
|
4.13
|
Indenture
dated as of March 19, 2007, from FCX to The Bank of New York, as
Trustee,
with respect to the 8.25% Senior Notes due 2015, 8.375% Senior Notes
due
2017, and the Senior Floating Rate Notes due 2015. Incorporated by
reference to Exhibit 4.1 to the Current Report on Form 8-K of FCX
dated
March 19, 2007.
|
|
4.14
|
Certificate
of Designations of 6¾%
Mandatory Convertible Preferred Stock of FCX. Incorporated by reference
to
Exhibit 4.1 to the Current Report on Form 8-K of FCX dated March
22,
2007.
|
|
Note:
Certain instruments with respect to long-term debt of FCX have not
been filed as exhibits to this Quarterly Report on Form 10-Q since
the
total amount of securities authorized under any such instrument does
not
exceed 10 percent of the total assets of FCX and its
subsidiaries on a consolidated basis. FCX agrees to furnish a copy of
each such instrument upon request of the Securities and Exchange
Commission.
|
||
10.1
|
Contract
of Work dated December 30, 1991, between the Government of the Republic
of
Indonesia and PT Freeport Indonesia. Incorporated by reference to
Exhibit
10.1 to the FCX November 5, 2001 Form S-3.
|
|
10.2
|
Contract
of Work dated August 15, 1994, between the Government of the Republic
of
Indonesia and PT Irja Eastern Minerals Corporation. Incorporated
by
reference to Exhibit 10.2 to the FCX November 5, 2001 Form
S-3.
|
|
10.3
|
Participation
Agreement dated as of October 11, 1996, between PT Freeport Indonesia
and
P.T. RTZ-CRA Indonesia with respect to a certain contract of work.
Incorporated by reference to Exhibit 10.4 to the FCX November 5,
2001 Form
S-3.
|
|
10.4
|
Agreement
dated as of October 11, 1996, to Amend and Restate Trust Agreement
among
PT Freeport Indonesia, FCX, the RTZ Corporation PLC, P.T. RTZ-CRA
Indonesia, RTZ Indonesian Finance Limited and First Trust of New
York,
National Association, and The Chase Manhattan Bank, as Administrative
Agent, JAA Security Agent and Security Agent. Incorporated by reference
to
Exhibit 10.3 to the Current Report on Form 8-K of FCX dated November
13,
1996.
|
|
10.5
|
Concentrate
Purchase and Sales Agreement dated effective December 11, 1996, between
PT
Freeport Indonesia and PT Smelting. Incorporated by reference to
Exhibit
10.3 to the FCX November 5, 2001 Form
S-3.
|
10.6
|
Second
Amended and Restated Joint Venture and Shareholders’ Agreement dated as of
December 11, 1996, among Mitsubishi Materials Corporation, Nippon
Mining
and Metals Company, Limited and PT Freeport Indonesia. Incorporated
by
reference to Exhibit 10.5 to the FCX November 5, 2001 Form
S-3.
|
|
10.7
|
Participation
Agreement, dated as of March 16, 2005, among Phelps Dodge Corporation,
Cyprus Amax Minerals Company, a Delaware corporation, Cyprus Metals
Company, a Delaware corporation, Cyprus Climax Metals Company, a
Delaware
corporation, Sumitomo Corporation, a Japanese corporation, Summit
Global
Management, B.V., a Dutch corporation, Sumitomo Metal Mining Co.,
Ltd., a
Japanese corporation, Compañia
de Minas Buenaventura S.A.A., a Peruvian sociedad anonima abierta,
and
Sociedad Minera Cerro Verde S.A.A., a Peruvian sociedad anonima abierta.
Incorporated by reference to Exhibit 10.1 to the Current Report on
Form
8-K of Phelps Dodge Corporation dated March 16, 2005.
|
|
10.8
|
Guarantee,
dated as of March 16, 2005, among Phelps Dodge Corporation, Sumitomo
Corporation, a Japanese corporation, and Sumitomo Metal Mining Co.,
Ltd.,
a Japanese corporation incorporated by reference to Exhibit 10.2
to the
Current Report on Form 8-K of Phelps Dodge Corporation dated March
16,
2005.
|
|
10.9
|
Shareholders
Agreement, dated as of June 1, 2005, among Phelps Dodge Corporation,
Cyprus Climax Metals Company, a Delaware corporation, Sumitomo
Corporation, a Japanese corporation, Sumitomo Metal Mining Co., Ltd.,
a
Japanese corporation, Summit Global Management B.V., a Dutch corporation,
SMM Cerro Verde Netherlands, B.V., a Dutch corporation, Compañia
de Minas Buenaventura S.A.A., a Peruvian sociedad anonima abierta,
and
Sociedad Minera Cerro Verde S.A.A., a Peruvian sociedad anonima abierta.
Incorporated by reference to Exhibit 10.1 to the Current Report on
Form
8-K of Phelps Dodge Corporation dated June 1, 2005.
|
|
10.10
|
Master
Participation Agreement, dated as of September 30, 2005, among Sociedad
Minera Cerro Verde S.A.A., Japan Bank for International Cooperation,
Sumitomo Mitsui Banking Corporation, The Bank of Tokyo-Mitsubishi,
Ltd.,
KfW, Calyon New York Branch, The Royal Bank of Scotland plc, The
Bank of
Nova Scotia, Mizuho Corporation Bank, Ltd. and Calyon New York Branch,
as
administrative agent. Incorporated by reference to Exhibit 10.1 to
the
Quarterly Report on Form 10-Q of Phelps Dodge Corporation for the
quarter
ended September 30, 2005 (the PD 2005 Third Quarter Form 10-Q). First
Amendment to Master Participation Agreement, dated as of December
16,
2005. Incorporated by reference to Exhibit 10.22 to the Annual Report
on
Form 10-K of Phelps Dodge Corporation for the fiscal year ended December
31, 2005 (the PD 2005 Form 10-K).
|
|
10.11
|
Completion
Guarantee, dated as of September 30, 2005, among Sumitomo Metal Mining
Co., Ltd., Sumitomo Corporation, Compañia de Minas Buenaventura S.A.A.,
Phelps Dodge Corporation, Japan Bank for International Cooperation,
Sumitomo Mitsui Banking Corporation, The Bank of Tokyo-Mitsubishi,
Ltd.,
KfW, Calyon New York Branch, The Royal Bank of Scotland plc, The
Bank of
Nova Scotia, Mizuho Corporate Bank, Ltd. and Calyon New York Branch,
as
administrative agent. Incorporated by reference to Exhibit 10.2 to
the PD 2005 Third Quarter Form 10-Q.
|
|
10.12
|
Master
Security Agreement, dated as of September 30, 2005, among Sociedad
Minera
Cerro Verde S.A.A., Japan Bank for International Cooperation, Sumitomo
Mitsui Banking Corporation, The Bank of Tokyo-Mitsubishi, Ltd., KfW,
Calyon New York Branch, The Royal Bank of Scotland plc, The Bank
of Nova
Scotia, Mizuho Corporate Bank, Ltd., Calyon New York Branch, as
administrative agent, and Citibank, N.A. and Citibank del Peru S.A.
Incorporated by reference to Exhibit 10.3 to the PD 2005 Third Quarter
Form 10-Q.
|
|
10.13
|
Transfer
Restrictions Agreement, dated as of September 30, 2005, among SMM
Cerro
Verde Netherlands, B.V., Compañia de Minas Buenaventura S.A.A., Cyprus
Climax Metals Company, Sumitomo Metal Mining Co., Ltd., Sumitomo
Corporation, Phelps Dodge Corporation, Japan Bank for International
Cooperation, Sumitomo Mitsui Banking Corporation, The Bank of
Tokyo-Mitsubishi, Ltd., KfW, Calyon New York Branch, The Royal
Bank of
Scotland plc, The Bank of Nova Scotia, Mizuho Corporate Bank, Ltd.,
and
Calyon New York Branch, as administrative agent. Incorporated by
reference
to Exhibit 10.4 to the PD 2005 Third Quarter Form 10-Q
.
|
|
10.14
|
JBIC
Loan Agreement, dated as of September 30, 2005, among Sociedad
Minera
Cerro Verde S.A.A., Japan Bank for International Cooperation, and
Sumitomo
Mitsui Banking Corporation, as JBIC Agent. Incorporated by reference
to
Exhibit 10.5 to the PD 2005 Third Quarter Form 10-Q. First Amendment
to
JBIC Loan Agreement, dated as of December 19, 2005. Incorporated
by
reference to Exhibit 10.26 to the PD 2005 Form 10-K.
|
|
10.15
|
KfW
Loan Agreement, dated as of September 30, 2005, between Sociedad
Minera
Cerro Verde S.A.A. and KfW. Incorporated by reference to Exhibit
10.6 to
the PD 2005 Third Quarter Form 10-Q.
|
|
10.16
|
Loan
Agreement, dated as of September 30, 2005, among Sociedad Minera
Cerro
Verde S.A.A., Calyon New York Branch (as administrative agent),
Calyon New
York Branch, Mizuho Corporate Bank, Ltd., The Bank of Nova Scotia,
and The
Royal Bank of Scotland plc. Incorporated by reference to Exhibit
10.7 to
the PD 2005 Third Quarter Form 10-Q.
|
|
10.17
|
Parent
Company Guarantee, dated as of September 30, 2005, between Phelps
Dodge
Corporation and Sociedad Minera Cerro Verde S.A.A. (this guarantee
is with
respect to the Operator’s Agreement, dated June 1, 2005, between Sociedad
Minera Cerro Verde S.A.A. and Minera Phelps Dodge del Peru S.A.C.).
Incorporated by reference to Exhibit 10-8 to the PD 2005 Third
Quarter
Form 10-Q.
|
|
10.18
|
Master
Agreement and Plan of Merger between Columbian Chemicals Company,
Columbian Chemicals Acquisition LLC and Columbian Chemicals Merger
Sub,
Inc., dated November 15, 2005. Incorporated by reference to Exhibit
10.31
to the PD 2005 Form 10-K.
|
|
10.19
|
Phelps
Dodge Corporation Retiree Medical Plan Welfare Benefit Trust Agreement
between Phelps Dodge Corporation and The Northern Trust Company,
dated
December 15, 2005. Incorporated by reference to Exhibit 10.33 to
the PD
2005 Form 10-K.
|
|
10.20
|
Reclamation
and Remediation Trust Agreement between Phelps Dodge Corporation
and Wells
Fargo Delaware Trust Company, dated December 22, 2005. Incorporated
by
reference to Exhibit 10.34 to the PD 2005 Form 10-K.
|
|
Executive
Compensation Plans and Arrangements (Exhibits 10.21 through
10.80)
|
||
10.21
|
FCX
Performance Incentive Awards Program as amended effective February
2,
1999. Incorporated by reference to the Annual Report on Form 10-K
of FCX
for the fiscal year ended December 31, 1998 (the FCX 1998 Form
10-K).
|
|
10.22
|
FCX
President’s
Award Program. Incorporated by reference to Exhibit 10.7 to the
FCX
November 5, 2001 Form S-3.
|
|
FCX
1995 Stock Option Plan, as amended and restated.
|
||
FCX
Amended and Restated 1999 Stock Incentive Plan, as amended and
restated.
|
||
10.25
|
Form
of Notice of Grant of Nonqualified Stock Options under the 1999 Stock
Incentive Plan. Incorporated by reference to Exhibit 10.14 to the
Quarterly Report on Form 10-Q of FCX for the quarter ended June 30,
2005
(the FCX 2005 Second Quarter Form 10-Q).
|
|
10.26
|
Form
of Restricted Stock Unit Agreement under the 1999 Stock Incentive
Plan.
Incorporated by reference to Exhibit 10.15 to the FCX 2005 Second
Quarter
Form 10-Q.
|
|
10.27
|
Form
of Performance-Based Restricted Stock Unit Agreement under the 1999
Stock
Incentive Plan. Incorporated by reference to Exhibit 10.16 to the
FCX 2005
Second Quarter Form 10-Q.
|
|
10.28
|
FCX
1999 Long-Term Performance Incentive Plan. Incorporated by reference
to
Exhibit 10.19 to the Annual Report of FCX on Form 10-K for the fiscal
year
ended December 31, 1999 (the FCX 1999 Form 10-K).
|
|
10.29
|
FCX
Stock Appreciation Rights Plan dated May 2, 2000. Incorporated by
reference to Exhibit 10.20 to the Quarterly Report on Form 10-Q of
FCX for
the quarter ended June 30, 2001 (the FCX 2001 Second Quarter Form
10-Q).
|
|
FCX
2003 Stock Incentive Plan, as amended and restated.
|
||
10.31
|
Form
of Notice of Grant of Nonqualified Stock Options under the 2003 Stock
Incentive Plan. Incorporated by reference to Exhibit 10.20 to the
FCX 2005
Second Quarter Form 10-Q.
|
|
10.32
|
Form
of Restricted Stock Unit Agreement under the 2003 Stock Incentive
Plan.
Incorporated by reference to Exhibit 10.21 to the FCX 2005 Second
Quarter
Form 10-Q.
|
|
10.33
|
Form
of Performance-Based Restricted Stock Unit Agreement under the 2003
Stock
Incentive Plan. Incorporated by reference to Exhibit 10.22 to the
FCX 2005
Second Quarter Form 10-Q.
|
|
FCX
1995 Stock Option Plan for Non-Employee Directors, as amended and
restated.
|
||
FCX
2004 Director Compensation Plan, as amended and restated.
|
||
10.36
|
Form
of Amendment No. 1 to Notice of Grant of Nonqualified Stock Options
and
Stock Appreciation Rights under the 2004 Director Compensation Plan.
Incorporated by reference to Exhibit 10.4 to the Current Report on
Form
8-K of FCX dated May 2, 2006.
|
|
FCX
2006 Stock Incentive Plan, as amended and restated.
|
||
10.38
|
Form
of Notice of Grant of Nonqualified Stock Options under the 2006 Stock
Incentive Plan. Incorporated by reference to Exhibit 10.7 to the
Current
Report on Form 8-K of FCX dated May 2, 2006.
|
|
10.39
|
Form
of Restricted Stock Unit Agreement under the 2006 Stock Incentive
Plan.
Incorporated by reference to Exhibit 10.8 to the Current Report on
Form
8-K of FCX dated May 2, 2006.
|
|
10.40
|
Form
of Performance-Based Restricted Stock Unit Agreement under the 2006
Stock
Incentive Plan. Incorporated by reference to Exhibit 10.9 to the
Current
Report on Form 8-K of FCX dated May 2, 2006.
|
|
10.41
|
FCX
Director Compensation. Incorporated by reference to Exhibit 10.25
to the
Annual Report on Form 10-K of FCX for the fiscal year ended December
31,
2004 (the FCX 2004 Form 10-K).
|
|
10.42
|
FCX
Supplemental Executive Retirement Plan, as amended and restated.
Incorporated by reference to Exhibit 10.1 to the Current Report on
Form
8-K of FCX dated January 30, 2007.
|
10.43
|
FCX
2005 Annual Incentive Plan. Incorporated by reference to Exhibit
10.1 to
the Current Report on Form 8-K of FCX dated May 5,
2005.
|
|
10.44
|
FCX
Executive Services Program. Incorporated by reference to Exhibit
10.5 to
the Current Report on Form 8-K of FCX dated May 2,
2006.
|
|
10.45
|
FM
Services Company Performance Incentive Awards Program as amended
effective
February 2, 1999. Incorporated by reference to Exhibit 10.19 to the
FCX
1998 Form 10-K.
|
|
10.46
|
Consulting
Agreement dated as of December 22, 1988, with Kissinger Associates,
Inc.
(Kissinger Associates). Incorporated by reference to Exhibit 10.21
to the
Annual Report on Form 10-K of FCX for the fiscal year ended December
31,
1997 (the FCX 1997 Form 10-K).
|
|
10.47
|
Letter
Agreement dated May 1, 1989, with Kent Associates, Inc. (Kent Associates,
predecessor in interest to Kissinger Associates). Incorporated by
reference to Exhibit 10.22 to the FCX 1997 Form 10-K.
|
|
10.48
|
Letter
Agreement dated January 27, 1997, among Kissinger Associates, Kent
Associates, FCX, Freeport-McMoRan Inc., and FM Services Company (FMS).
Incorporated by reference to Exhibit 10.26 to the Annual Report on
Form
10-K of FCX for the fiscal year ended December 31, 2001 (the FCX
2001 Form
10-K).
|
|
10.49
|
Supplemental
Consulting Agreement with Kissinger Associates and Kent Associates,
effective as of January 1, 2007. Incorporated by reference to Exhibit
10.38 to the Quarterly Report on Form 10-Q of FCX for the quarter
ended
September 30, 2006 (the FCX 2006 Third Quarter Form
10-Q).
|
|
10.50
|
Agreement
for Consulting Services between FTX and B. M. Rankin, Jr. effective
as of
January 1, 1990 (assigned to FMS as of January 1, 1996). Incorporated
by
reference to Exhibit 10.24 to the FCX 1997 Form 10-K.
|
|
10.51
|
Supplemental
Agreement between FMS and B. M. Rankin, Jr. dated December 15, 1997.
Incorporated by reference to Exhibit 10.25 to the FCX 1997 Form
10-K.
|
|
10.52
|
Supplemental
Letter Agreement between FMS and B. M. Rankin, Jr., effective as
of
January 1, 2007. Incorporated by reference to Exhibit 10.41 to the
Annual
Report on Form 10-K of FCX for the fiscal year ended December 31,
2006.
|
|
10.53
|
Letter
Agreement effective as of January 7, 1997, between Senator J. Bennett
Johnston, Jr. and FMS. Incorporated by reference to Exhibit 10.31
to the
FCX 2001 Form 10-K.
|
|
10.54
|
Supplemental
Letter Agreement dated July 14, 2003, between J. Bennett Johnston,
Jr. and
FMS. Incorporated by reference to Exhibit 10.28 to the Quarterly
Report on
Form 10-Q of FCX for the quarter ended June 30, 2003.
|
|
10.55
|
Supplemental
Letter Agreement between FMS and J. Bennett Johnston, Jr., dated
January
18, 2005. Incorporated by reference to Exhibit 10.40 to the FCX 2004
Form
10-K.
|
|
10.56
|
Supplemental
Consulting Agreement between FMS and J. Bennett Johnston, Jr., effective
as of January 1, 2007. Incorporated by reference to Exhibit 10.45
to the
FCX 2006 Third Quarter Form 10-Q.
|
|
10.57
|
Letter
Agreement dated November 1, 1999, between FMS and Gabrielle K. McDonald.
Incorporated by reference to Exhibit 10.33 to the FCX 1999 Form
10-K.
|
|
10.58
|
Supplemental
Letter Agreement, between FMS and Gabrielle K. McDonald, effective
as of
January 1, 2007. Incorporated by reference to Exhibit 10.47 to the
FCX
2006 Third Quarter Form 10-Q.
|
10.59
|
Executive
Employment Agreement dated April 30, 2001, between FCX and James
R.
Moffett. Incorporated by reference to Exhibit 10.35 to the FCX 2001
Second
Quarter Form 10-Q.
|
|
10.60
|
Executive
Employment Agreement dated April 30, 2001, between FCX and Richard
C.
Adkerson. Incorporated by reference to Exhibit 10.36 to the FCX 2001
Second Quarter Form 10-Q.
|
|
10.61
|
Change
of Control Agreement dated April 30, 2001, between FCX and James
R.
Moffett. Incorporated by reference to Exhibit 10.37 to the FCX 2001
Second
Quarter Form 10-Q.
|
|
10.62
|
Change
of Control Agreement dated April 30, 2001, between FCX and Richard
C.
Adkerson. Incorporated by reference to Exhibit 10.38 to the FCX 2001
Second Quarter Form 10-Q.
|
|
10.63
|
First
Amendment to Executive Employment Agreement dated December 10, 2003,
between FCX and James R. Moffett. Incorporated by reference to Exhibit
10.36 to the FCX 2003 Form 10-K.
|
|
10.64
|
First
Amendment to Executive Employment Agreement dated December 10, 2003,
between FCX and Richard C. Adkerson. Incorporated by reference to
Exhibit
10.37 to the FCX 2003 Form 10-K.
|
|
10.65
|
First
Amendment to Change of Control Agreement dated December 10, 2003,
between
FCX and James R. Moffett. Incorporated by reference to Exhibit 10.38
to
the FCX 2003 Form 10-K.
|
|
10.66
|
First
Amendment to Change of Control Agreement dated December 10, 2003,
between
FCX and Richard C. Adkerson. Incorporated by reference to Exhibit
10.39 to
the FCX 2003 Form 10-K.
|
|
10.67
|
Change
of Control Agreement dated February 3, 2004, between FCX and Michael
J.
Arnold. Incorporated by reference to Exhibit 10.40 to the FCX 2003
Form
10-K.
|
|
10.68
|
Change
of Control Agreement dated February 3, 2004, between FCX and Mark
J.
Johnson. Incorporated by reference to Exhibit 10.41 to the FCX 2003
Form
10-K.
|
|
10.69
|
Change
of Control Agreement dated February 3, 2004, between FCX and Kathleen
L.
Quirk. Incorporated by reference to Exhibit 10.42 to the FCX 2003
Form
10-K.
|
|
10.70
|
Phelps
Dodge 2003 Stock Option and Restricted Stock Plan, as amended.
Incorporated by reference to Exhibit 10.1 to the Registration Statement
on
Form S-8 (File No. 333-141358) of FCX filed March 16, 2007 (the FCX
March
16, 2007 Form S-8).
|
|
10.71
|
Phelps
Dodge 1998 Stock Option and Restricted Stock Plan, as amended.
Incorporated by reference to Exhibit 10.2 to the FCX March 16, 2007
Form
S-8.
|
|
10.72
|
Phelps
Dodge Corporation 2006 Executive Performance Incentive Plan. Incorporated
by reference to Appendix A of Phelps Dodge Corporation’s 2005 definitive
Proxy Statement on Schedule 14A filed April 15, 2005.
|
|
Letter
of employment by and between Freeport-McMoRan Copper & Gold Inc. and
Timothy R. Snider dated April 4, 2007.
|
||
10.74
|
Form
of Change of Control Agreement (amended and restated effective January
1,
2005), adopted by Phelps Dodge Corporation for agreements entered
into
between Phelps Dodge Corporation and other of its executive officers
and
other members of its senior management team. Incorporated by reference
to
Exhibit 10.1 to Amendment No. 1 to the Annual Report on Form 10-K
of
Phelps Dodge Corporation for the fiscal year ended December 31, 2006
(Amendment No. 1 to the PD 2006 Form 10-K).
|
|
10.75
|
Form
of Severance Agreement (as amended and restated effective January
1, 2005)
adopted by Phelps Dodge Corporation and entered into between Phelps
Dodge
Corporation and certain of its executives. Incorporated by reference
to
Exhibit 10.2 of Amendment No. 1 to the PD 2006 Form
10-K.
|
|
Form
of Amendment to the ELIP Split Dollar Life Insurance Agreement
(Endorsement Method) adopted by Phelps Dodge Corporation and entered
into
by and between Phelps Dodge and certain of its
executives.
|
||
The
Phelps Dodge Corporation Supplemental Retirement Plan, amended and
restated effective January 1, 2005 and adopted on March 16,
2007.
|
||
The
Phelps Dodge Corporation Supplemental Savings Plan, amended and restated
effective January 1, 2005, and adopted on March 16,
2007.
|
||
First
Amendment to the Phelps Dodge Corporation Supplemental Savings Plan,
dated
March 16, 2007.
|
||
Second
Amendment to the Phelps Dodge Corporation Supplemental Savings Plan,
dated
as of March 16, 2007.
|
||
Letter
from Ernst & Young LLP regarding unaudited interim financial
statements.
|
||
Certification
of Principal Executive Officer pursuant to Rule 13a-14(a)/15d -
14(a).
|
||
Certification
of Principal Financial Officer pursuant to Rule 13a-14(a)/15d -
14(a).
|
||
Certification
of Principal Executive Officer pursuant to 18 U.S.C. Section
1350.
|
||
Certification
of Principal Financial Officer pursuant to 18 U.S.C Section
1350.
|